Common use of Legal Defeasance and Discharge Clause in Contracts

Legal Defeasance and Discharge. Upon the Issuers’ exercise under Section 9.01 hereof of the option applicable to this Section 9.02, the Issuers shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof, be deemed to have discharged their obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the Issuers, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, (b) the Issuers’ obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 and 5.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9. Subject to compliance with this Article 9, the Issuers may exercise their option under this Section 9.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 12.1 hereof of the option applicable to this Section 9.0212.2, the Issuers Company and each of the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof12.4, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Outstanding Senior Notes (including the Subsidiary Guarantees) on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company and each of the Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Outstanding Senior Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” "Outstanding" only for the purposes of Section 9.05 hereof 12.5 and the other Sections of this Indenture referred to in (a) and (b) below) , and the Company shall be deemed to have satisfied all its other obligations under such Notes or the Senior Notes, the Subsidiary Guarantee Guarantees and this Indenture (and the Trustee, on written demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Outstanding Senior Notes to receive solely from the trust fund described in Section 9.04 hereof12.4, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest (including any Additional Interest) on such Senior Notes as and when such payments are due, (b) the Issuers’ Company's obligations with respect to such Senior Notes under Sections 3.033.5, 3.043.6, 3.063.7, 3.079.2, 3.09 9.3 and 5.02 hereof9.5, (c) the rights, powers, trusts, duties and immunities of the Trustee and any Authenticating Agent hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9Article. Subject to compliance with this Article 9Article, the Issuers Company may exercise their its option under this Section 9.02 12.2 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released12.3.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.03 hereof of the option applicable to this Section 9.028.04, each of the Issuers Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.06 hereof, be deemed to have discharged their obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to all outstanding Notes and, as applicable, its Guarantee, Subsidiary Guarantees on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that each of the Issuers Company and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (the extent applicable, represented by the Subsidiary Guarantees, which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.07 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.06 hereof, and as more fully set forth in such Section, payments in respect of the principal of, and premium, if any, and interest on and Liquidated Damages, if any, on, such Notes when such payments are duedue (but not the Change of Control Payment or the payment pursuant to an Asset Sale Offer), (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.032.03, 3.042.04, 3.062.07, 3.07, 3.09 2.10 and 5.02 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9VIII. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.04 notwithstanding the prior exercise of its option under Section 9.03 8.05 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof, Company shall be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Securities on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”"LEGAL DEFEASANCE"). For this purpose, such Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesSecurities, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in clauses (ai) and (bii) below) of this Section 8.02, and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Securities and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (ai) the rights of Holders of outstanding Notes Securities to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes Securities when such payments are due, (bii) the Issuers’ Company's obligations with respect to such Notes Securities under Sections 3.032.04, 3.042.06, 3.06, 3.07, 3.09 2.07 and 5.02 4.02 hereof, (ciii) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including, without limitation, the Trustee's rights under Section 7.07 hereof, and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (div) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 8.03 hereof with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedSecurities.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 hereof 8.01 of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof8.04, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”)) and each Guarantor, if any, shall be released from all of its obligations under its Subsidiary Guaranty. For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness Debt represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 hereof 8.05 and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such the Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof8.04, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, or interest and interest Additional Interest on such Notes when such payments are due, (b) the Issuers’ Company’s obligations with respect to such Notes under Article 2 and Sections 3.03, 3.04, 3.06, 3.07, 3.09 4.01 and 5.02 hereof4.02, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ Company’s and the Guarantors’ Guarantor’s, if any, obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. If the Company exercises under Section 8.01 the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.03.

Legal Defeasance and Discharge. Upon the IssuersCo-Obligors’ exercise under Section 9.01 hereof of the option applicable to this Section 9.028.02, the Issuers Co-Obligors shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Notes, Notes and each Guarantor all obligations of the Guarantors shall be deemed to have been discharged its obligations with respect to its Guarantee, their obligations under the Guarantees on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers Co-Obligors and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesNotes and Guarantees, and each Guarantor shall be deemed to have paid and discharged its Guarantee (respectively, which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in clauses (a) and (b) below) , and to have satisfied all its of their other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCo-Obligors, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described Funds in Trust (as defined in Section 9.04 hereof, 8.04 hereof and as more fully set forth in such Section, ) payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, (b) the IssuersCo-Obligors’ obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article Two and 5.02 Section 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the GuarantorsCo-Obligors’ obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9Eight. Subject to compliance with this Article 9Eight, the Issuers Co-Obligors may exercise their option under this Section 9.02 8.02 notwithstanding the prior exercise of its their option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Issuer’s exercise under Section 9.01 hereof 1301 of the option applicable to this Section 9.021302, the Issuers shall, subject to the satisfaction each of the conditions set forth in Section 9.04 hereof, Co-Issuers and the Guarantors shall be deemed to have been discharged from their respective obligations with respect to all outstanding NotesOutstanding Notes and the Guarantees, and each Guarantor shall the Collateral will be deemed to have discharged its obligations with respect to its Guaranteereleased from the Lien securing the Notes outstanding under this Indenture, on the date the conditions set forth in Section 9.04 below 1304 are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that each of the Co-Issuers and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness indebtedness represented by the outstanding Outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstandingOutstanding” only for the purposes of Section 9.05 hereof 1305 and the other Sections of this Indenture referred to in (a1) and (b2) below) , and the Guarantees and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and Notes, the Guarantees, this Indenture and the Security Documents insofar as such Notes are concerned (and the Trustee, on demand of and at the expense of the IssuersIssuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a1) the rights of Holders of outstanding Outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, solely out of the trust described in Section 1304 (bincluding, but not limited to the Issuer’s obligation to pay an Applicable Premium Deficit, if applicable), (2) the Issuers’ Issuer’s and/or the Co-Issuer’s obligations with respect to such Notes under Sections 3.03303, 3.04304, 3.06305, 3.07, 3.09 1002 and 5.02 hereof1003, (c3) the rights, powers, trusts, duties and immunities of the Trustee hereunder (including Section 607), and the Issuers’ obligations of each of the Co-Issuers and the Guarantors’ obligations Guarantors in connection therewith and (d4) the Legal Defeasance provisions of this Article 9Thirteen. Subject to compliance with this Article 9Thirteen, the Issuers Issuer may exercise their its option under this Section 9.02 1302 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 1303 with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedNotes.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness Debt represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest and Additional Interest, if any, on such Notes when such payments are due, (b) the Issuers’ Company’s obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article 2 and 5.02 Section 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company’s obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. If the Company exercises under Section 8.01 hereof the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, each of the Issuers Company and the Guarantors, as applicable, shall, subject to the satisfaction of the applicable conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding NotesNotes and Guarantees, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guaranteeas applicable, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged all amounts owed under the outstanding Notes and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesGuarantees, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Notes, such Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.4 hereof, and as more fully set forth in such SectionSection 8.4, payments in respect of the principal of, premium, if any, and interest (and Liquidated Damages, if any) on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.032.6, 3.04, 3.06, 3.07, 3.09 2.7 and 5.02 2.10 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9VIII. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 1401 hereof of the option applicable to this Section 9.021402, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 1404 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Securities of a series on the date the conditions set forth in Section 9.04 below are satisfied (hereinafterhereafter, “Legal Defeasance”)) and each Subsidiary Guarantor shall be released from all of its obligations under its Guarantee. For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the such outstanding Notesseries of Securities, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes purpose of Section 9.05 1405 hereof and the other Sections of this Indenture referred to in (a), (b), (c) and (bd) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Securities and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes Securities to receive solely from the trust fund described in Section 9.04 1404 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, or interest and interest Additional Amounts, if any, on such Notes Securities when such payments are due, (b) the Issuers’ Company’s obligations with respect to such Notes Securities under Section 304, 305, 306 and Sections 3.03, 3.04, 3.06, 3.07, 3.09 1002 and 5.02 1003 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company’s obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9Fourteen. If the Company exercises under Section 1401 hereof the option applicable to this Section 1402, subject to the satisfaction of the conditions set forth in Section 1404 hereof, payment of the series of Securities affected by such exercise may not be accelerated because of an Event of Default. Subject to compliance with this Article 9Fourteen, the Issuers Company may exercise their its option under this Section 9.02 1402, notwithstanding the prior exercise of its option under Section 9.03 1403 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”"LEGAL DEFEASANCE"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness Debt represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a), (b), (c) and (bd) below) , and to have satisfied all its other obligations under such the Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and or interest on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Article 2 and Sections 3.03, 3.04, 3.06, 3.07, 3.09 4.01 and 5.02 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. If the Company exercises under Section 8.01 hereof the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, the Issuers shall, subject to Company and the satisfaction of the conditions set forth in Section 9.04 hereof, Guarantors shall be deemed to have been discharged from their respective obligations with respect to all outstanding Notes, Notes and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Guarantees on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, such Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness indebtedness represented by the outstanding Notes, and each Guarantor this Indenture shall cease to be deemed of further effect as to have paid all outstanding Notes and discharged its Guarantee (which in each case shall thereafter Guarantees, except as to be deemed to be “"outstanding” " only for the purposes of Section 9.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and the Company and the Guarantors shall be deemed to have satisfied all its other of their respective obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest (and Liquidated Damages, if any) on such Notes when such payments are duedue from the trust described in Section 8.5, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.032.3, 3.042.4, 3.062.6, 3.072.7, 3.09 2.10, 4.2, 8.5, 8.6 and 5.02 8.7 hereof, and (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9therewith. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 8.3 hereof with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedNotes.

Legal Defeasance and Discharge. Upon the Issuers’ AirGate's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, the Issuers AirGate shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers AirGate shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all of its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersAirGate, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest interest, if any, on such Notes when such payments are due, due from the trust referred to in Section 8.4(a); (b) the Issuers’ AirGate's obligations with respect to such Notes under Sections 3.032.2, 3.042.3, 3.062.4, 3.072.5, 3.09 2.6, 2.7, 2.10 and 5.02 4.2 hereof, ; (c) the rights, powers, trusts, duties benefits and immunities of the Trustee hereunder Trustee, including without limitation thereunder, under Section 7.7, 8.5 and the Issuers’ 8.7 hereof and the Guarantors’ AirGate's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9VIII. Subject to compliance with this Article 9VIII, the Issuers AirGate may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ exercise under Section 9.01 hereof of the option applicable to this Section 9.02, the Issuers shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof, be deemed to have discharged their obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Subsidiary Guarantee, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Subsidiary Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the Issuers, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such SectionSection and in Section 9.05, payments in respect of the principal of, of and premium, if any, and interest on such Notes when such payments are due, (b) the Issuers’ obligations with respect to such Notes under Sections 3.03, 3.04, 3.063.05, 3.07, 3.09 3.08, 3.10 and 5.02 hereofhereof and the Appendix, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9. Subject to compliance with this Article 9, the Issuers may exercise their option under this Section 9.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ ' exercise under Section 9.01 hereof 8.1 of the option applicable to this Section 9.028.2, the Issuers shall, subject to and the satisfaction of the conditions set forth in Section 9.04 hereof, Guarantors shall be deemed to have been discharged from their respective obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Securities on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, such Legal ---------------- Defeasance means that the Issuers shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesSecurities, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 hereof 8.5 and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its their other obligations under such Notes or Subsidiary Guarantee Securities and this Indenture (and the Trustee, on demand of and at the expense of the Issuers, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes Securities to receive solely from the trust fund described in Section 9.04 hereof8.4, and as more fully set forth in such Sectionsection, payments in respect of the principal of, premium, if any, and interest (and Liquidated Damages, if any) on such Notes Securities when such payments are due, (b) the Issuers’ ' obligations with respect to such Notes Securities under Sections 3.032.4, 3.042.6, 3.062.7, 3.07, 3.09 2.10 and 5.02 hereof4.2, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ ' obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9VIII. Subject to compliance with this Article 9VIII, the Issuers may exercise their option under this Section 9.02 8.2 notwithstanding the prior exercise of its their option under Section 9.03 hereof. If 8.3 with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedSecurities.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all of its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article 2 and 5.02 Section 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their respective obligations with respect to all Notes and Subsidiary Guarantees then outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers Company and any Guarantor shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesNotes and any Subsidiary Guarantee then outstanding, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its their other obligations under such Notes or and Subsidiary Guarantee Guarantees, and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments prepared by the Company acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of Notes then outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, or on the Redemption Date, as the case may be, (b) the Issuers’ Company’s obligations with respect to such Notes under Sections 3.032.03, 3.042.04, 3.062.05, 3.072.06, 3.09 2.07, 2.10, 4.02 and 5.02 4.03 hereof, (c) the rights, powers, trusts, duties duties, indemnities and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company’s obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 8 .03 hereof with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedNotes.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.02, the Issuers shall8.02, subject to the satisfaction of the conditions set forth in Section 9.04 hereof8.04, the Company shall be deemed to have been discharged their from all of its obligations with respect to all outstanding Notes, this Indenture and each Guarantor the Security Documents and the Guarantors shall be deemed to have been discharged its from their obligations with respect to its Guaranteetheir Subsidiary Guarantees, this Indenture and the Security Documents and all Notes Liens released on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) 8.05, and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for ; provided that the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, or interest or premium, if any, and interest on such Notes when such payments are due, due from the trust referred to in Section 8.05; (b) the Issuers’ Company’s obligations with respect to such the Notes under Sections 3.03concerning issuing temporary Notes, 3.04registration of Notes, 3.06mutilated, 3.07destroyed, 3.09 lost or stolen Notes and 5.02 hereof, the maintenance of an office or agency for payment and money for security payments held in trust; (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder Trustee, and the Issuers’ Company’s and the Guarantors’ Guarantor’s obligations in connection therewith therewith; and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.03.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise ------------------------------ under Section 9.01 hereof 8.1 of the option applicable to this Section 9.028.2, the Issuers shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof, Company shall be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, such Legal Defeasance ---------------- means that the Issuers Company shall be deemed to have paid and discharged all the entire Indebtedness represented by Obligations relating to the outstanding Notes, Notes and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case the Notes shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 hereof 8.6, Section 8.8 and the other Sections of this Indenture referred to below in (a) and (b) below) this Section 8.2, and to have satisfied all its of their other obligations under such Notes or Subsidiary Guarantee and this Indenture and cured all then existing Events of Default (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the Accreted Value or principal of, premium, if any, interest, Additional Amounts, if any, and interest Liquidated Damages, if any, on such Notes when such payments are due, due or on the Redemption Date solely out of the trust created pursuant to this Indenture; (b) the Issuers’ Company's obligations with respect to Notes concerning issuing temporary Notes, or, where relevant, registration of such Notes, mutilated, destroyed, lost or stolen Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 and 5.02 hereof, the maintenance of an office or agency for payment and money for security payments held in trust; (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder Trustee, and the Issuers’ and the Guarantors’ Company's obligations in connection therewith therewith; and (d) the Legal Defeasance provisions of this Article 9VIII and the obligations set forth in Section 8.6 hereof. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 8.3 with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedNotes.

Legal Defeasance and Discharge. Upon the Issuers’ exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Issuers, the Parent Guarantor and the Subsidiary Guarantors shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their respective Obligations and certain other obligations with respect to all outstanding NotesNotes and Note Guaranties, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guaranteeas applicable, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers Issuers, the Parent Guarantor and the Subsidiary Guarantors shall be deemed to have paid and discharged the entire Indebtedness indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in clauses (a) and (b) of this sentence below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Notes, the Indenture and this Indenture other Note Documents (and the Trustee, on demand of and at the expense of the Issuers, shall execute proper such instruments reasonably requested by the Issuers acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on on, such Notes when such payments are due, (b) the Issuers’ obligations with respect to such Notes under Sections 3.032.06, 3.042.07, 3.062.09, 3.07, 3.09 2.14 and 5.02 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ ’, the Parent Guarantor’s and the Subsidiary Guarantors’ obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9VIII. Subject to compliance with this Article 9VIII, the Issuers may exercise their the option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged their obligations from its Obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”)) and each Guarantor shall be released from all of its Obligations under its Subsidiary Guarantee. For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in clauses (a) and through (be) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and the Notes, this Indenture and the Security Documents (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive receive, solely from the trust fund described in Section 9.04 Sections 8.4 and 8.5 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, (b) the IssuersCompany’s and the Guarantors’ obligations Obligations with respect to such Notes under Article II and Sections 3.03, 3.04, 3.06, 3.07, 3.09 3.1 and 5.02 3.13 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee and the Collateral Agent hereunder and the Issuers’ Company’s and the Guarantors’ obligations in connection therewith and therewith, (d) the Legal Defeasance optional redemption provisions of this Indenture, and (e) this Article 9VIII. If the Company exercises under Section 8.1 hereof the option applicable to this Section 8.2, subject to the satisfaction of the conditions set forth in Section 8.4 hereof, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 hereof 8.01 of the option applicable to this Section 9.028.02, the Issuers shallCompany and the Guarantors, subject to the satisfaction of the conditions set forth in Section 9.04 hereofif any, shall be deemed to have been discharged from their respective obligations with respect to all Notes and Subsidiary Guarantees then outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance such defeasance means that the Issuers Company and any Guarantor shall be deemed to have paid and discharged the entire Indebtedness indebtedness represented by the outstanding NotesNotes and any Subsidiary Guarantees outstanding, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 hereof 8.05 and the other Sections of this Indenture referred to in (aA) and (bB) below) , and to have satisfied all its other obligations under such Notes or Notes, Subsidiary Guarantee Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (aA) the rights of Holders of Notes then outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, 8.04 and as more fully set forth in such Section, payments in respect of the principal of, of (and premium, if any), interest and interest Liquidated Damages, if any, on such Notes when such payments are due, or on the Redemption Date, as the case may be, (bB) the Issuers’ Company's obligations with respect to such Notes under Sections 3.032.03, 3.042.04, 3.062.05, 3.072.06, 3.09 2.07, 2.10, 4.02 and 5.02 hereof4.03, (cC) the rights, powers, trusts, duties duties, indemnities and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (dD) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 9, the Issuers may exercise their option under this Section 9.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.this

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged their obligations from its Obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”)) and each Guarantor shall be released from all of its Obligations under its Subsidiary Guarantee. For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in clauses (a) and through (be) below) , and to have satisfied all its other obligations under such the Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive receive, solely from the trust fund described in Section 9.04 Sections 8.4 and 8.5 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, interest and interest Additional Interest, if any, on such Notes when such payments are due, (b) the IssuersCompany’s and the Guarantors’ obligations Obligations with respect to such Notes under Article II and Sections 3.03, 3.04, 3.06, 3.07, 3.09 3.1 and 5.02 3.13 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ Company’s and the Guarantors’ obligations in connection therewith and therewith, (d) the Legal Defeasance optional redemption provisions of this Indenture, and (e) this Article 9VIII. If the Company exercises under Section 8.1 hereof the option applicable to this Section 8.2, subject to the satisfaction of the conditions set forth in Section 8.4 hereof, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged their obligations from its Obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”)") and each Guarantor shall be released from all of its Obligations under its Subsidiary Guarantee. For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in clauses (a) and through (be) below) , and to have satisfied all its other obligations under such the Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive receive, solely from the trust fund described in Section 9.04 Sections 8.4 and 8.5 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, interest and interest Additional Interest, if any, on such Notes when such payments are due, (b) the Issuers’ obligations Company's and the Guarantors' Obligations with respect to such Notes under Article II and Sections 3.03, 3.04, 3.06, 3.07, 3.09 3.1 and 5.02 3.14 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ Company's and the Guarantors’ ' obligations in connection therewith and therewith, (d) the Legal Defeasance optional redemption provisions of this Indenture, and (e) this Article 9VIII. If the Company exercises under Section 8.1 hereof the option applicable to this Section 8.2, subject to the satisfaction of the conditions set forth in Section 8.4 hereof, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, each of the Issuers and the Guarantors, as applicable, shall, subject to the satisfaction of the applicable conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding NotesNotes and Guarantees, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guaranteeas applicable, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers shall be deemed to have paid and discharged the entire Indebtedness represented by all amounts owed under the outstanding Notes, Notes and each Guarantor the Guarantors shall be deemed to have paid and discharged its Guarantee (the entire Indebtedness represented by the outstanding Guarantees, which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Notes, such Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Issuers, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.4 hereof, and as more fully set forth in such SectionSection 8.4, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, (b) the Issuers’ obligations with respect to such Notes under Sections 3.032.6, 3.042.7, 3.06, 3.07, 3.09 2.10 and 5.02 4.2 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9under Sections 8.4, 8.5, 8.6, and 8.7 hereof. Subject to compliance with this Article 9VIII, the Issuers may exercise their option under this Section 9.02 8.2 notwithstanding the prior exercise of its their option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, and premium, if any, and interest on such Notes when such payments are due, (b) the Issuers’ Company's and the Guarantors' obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article 2 and 5.02 Section 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ Company's and the Guarantors’ ' obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ ' exercise under Section 9.01 11.1 hereof of the option applicable to this Section 9.0211.2, each of the Issuers and the Subsidiary Guarantors shall, subject to the satisfaction of the conditions set forth in Section 9.04 11.4 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, Outstanding Notes and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Subsidiary Guarantees on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”"LEGAL DEFEASANCE"). For this purpose, Legal Defeasance means that each of the Issuers shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes purpose of Section 9.05 11.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or and this Indenture, and each of the Subsidiary Guarantors shall be deemed to have discharged its obligations under its Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the Issuers, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Outstanding Notes to receive solely from the trust fund described in Section 9.04 11.4 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premiumpremium on, if any, and interest on such Notes when such payments are due, (b) the Issuers’ ' obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article II and 5.02 hereofSection 5.2, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ ' obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9XI. Subject to compliance with this Article 9XI, the Issuers may exercise their option under this Section 9.02 11.2 notwithstanding the prior exercise of its their option under Section 9.03 11.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.A -80-

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, interest and interest Liquidated Damages, if any, on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.032.02, 3.042.03, 3.062.04, 3.072.05, 3.09 2.06, 2.07, 2.10 and 5.02 2.12 and Section 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1(a) hereof of the option applicable to this Section 9.028.2, the Issuers shallCompany and the Guarantors, subject to the satisfaction of the conditions set forth in Section 9.04 hereofif any, shall be deemed to have been discharged from their obligations with respect to all outstanding NotesNotes and Subsidiary Guarantees, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guaranteeif any, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”"LEGAL DEFEASANCE"). For this purpose, such Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” outstanding only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in clauses (ai) and (bii) below) of this Section 8.2, and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (ai) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest and Liquidated Damages, if any, on such Notes when such payments are due, solely from amounts deposited with the Trustee, as provided in Section 8.4 hereof, (bii) the Issuers’ Company's and the Guarantors' obligations with respect to such the Notes under Sections 3.032.3, 3.042.4, 3.062.5, 3.072.6, 3.09 2.7, 2.10 and 5.02 4.2 hereof, (ciii) the rights, powers, trusts, duties duties, indemnities and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (div) the Legal Defeasance provisions of this Article 9. Subject to compliance with this Article 9, the Issuers may exercise their option under this Section 9.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 hereof SECTION 8.1 of the option applicable to this Section 9.02SECTION 8.2, the Issuers Company and each Subsidiary Guarantor shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereofSECTION 8.4 and continuance of certain provisions hereinafter referenced, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”"LEGAL DEFEASANCE"). For this purpose, Legal Defeasance means that the Issuers Company and each Subsidiary Guarantor shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 hereof SECTION 8.5 and the other Sections of this Indenture referred to in CLAUSES (ai) AND (ii) of this SECTION 8.2, and (b) below) the Company and each Subsidiary Guarantor shall be deemed to have satisfied all of its other obligations under such Notes or Subsidiary Guarantee (as applicable) and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions provisions, which shall survive until otherwise terminated or discharged hereunder: (ai) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereofSECTION 8.4, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, ; (bii) the Issuers’ Company's obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 ARTICLE 2 and 5.02 hereof, SECTION 4.2; (ciii) the rights, powers, trusts, duties duties, obligations and immunities of the Trustee hereunder hereunder, including the Trustee's rights under SECTION 7.7, and the Issuers’ and the Guarantors’ Company's obligations in connection therewith therewith; (iv) SECTIONS 10.3 AND 10.7; and (dv) the Legal Defeasance provisions of this Article 9ARTICLE 8. Subject to compliance with this Article 9ARTICLE 8, the Issuers Company may exercise their its option under this Section 9.02 SECTION 8.2 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedSECTION 8.3.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 11.01 hereof of the option applicable to this Section 9.0211.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 11.04 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”"LEGAL DEFEASANCE"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” "Outstanding" only for the purposes of Section 9.05 11.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and the Company and the Subsidiary Guarantors shall be deemed to have satisfied all its their other obligations under such the Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Outstanding Notes to receive solely from the trust fund described in Section 9.04 11.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, (b) the Issuers’ Company's and Subsidiary Guarantors' obligations with respect to such Notes under Sections 3.03Articles One, 3.04, 3.06, 3.07, 3.09 Two and 5.02 Three and Section 5.03 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9Eleven. Subject to compliance with this Article 9Eleven, the Issuers Company may exercise their its option under this Section 9.02 11.02 notwithstanding the prior exercise of its option under Section 9.03 11.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 hereof 4.01 of the option applicable to this Section 9.024.02, the Issuers shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof, Company shall be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Securities of a series on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, such Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness indebtedness represented by the outstanding NotesSecurities of such series, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 hereof 4.05 and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under Securities of such Notes or Subsidiary Guarantee series and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders holders of outstanding Notes Securities of such series to receive solely from the trust fund described in Section 9.04 hereof4.04, and as more fully set forth in such Sectionsection, payments in respect of the principal of, premium, if any, of and interest on such Notes Securities when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes Securities under Sections 3.03, 3.04, 3.063.05, 3.07, 3.09 3.06 and 5.02 hereof10.02, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9IV. Subject to compliance with this Article 9IV, the Issuers Company may exercise their its option under this Section 9.02 4.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 4.03 with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved Securities of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedseries.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 hereof 1201 of the option applicable to this Section 9.021202, the Issuers shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof, Company shall be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Outstanding Senior Notes on the date the conditions set forth in Section 9.04 below 1204 are satisfied (hereinafter, “Legal Defeasance”"legal defeasance"). For this purpose, Legal Defeasance such legal defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness indebtedness represented by the outstanding Outstanding Senior Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” "Outstanding" only for the purposes of Section 9.05 hereof 1205 and the other Sections of this Indenture referred to in (aA) and (bB) below) , and to have satisfied all its other obligations under such Senior Notes or Subsidiary Guarantee and this Indenture insofar as such Senior Notes are concerned (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (aA) the rights of Holders of outstanding Outstanding Senior Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, of (and premium, if any, on) and interest on such Senior Notes when such payments are due, (bB) the Issuers’ Company's obligations with to issue temporary Senior Notes, register the transfer or exchange of any Senior Notes, replace mutilated, destroyed, lost or stolen Senior Notes, maintain an office or agency for payments in respect to of the Senior Notes and segregate and hold such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 and 5.02 hereofpayments in trust, (cC) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ obligations in connection therewith Trustee, and (dD) the Legal Defeasance provisions of this Article 9Twelve. Subject to compliance with this Article 9Twelve, the Issuers Company may exercise their its option under this Section 9.02 1202 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 1203 with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedSenior Notes.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”)"LEGAL DEFEASANCE") and each Subsidiary Guarantor shall be released from all of its obligations under its Guarantee. For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness Debt represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a), (b), (c) and (bd) below) , and to have satisfied all its other obligations under such the Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, or interest and interest Additional Amounts, if any, on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Article 2 and Sections 3.03, 3.04, 3.06, 3.07, 3.09 4.01 and 5.02 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. If the Company exercises under Section 8.01 hereof the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 hereof 7.01 of the option applicable to this Section 9.027.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof7.04, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness Debt represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 hereof 7.05 and the other Sections of this Third Supplemental Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such the Notes or Subsidiary Guarantee and this Third Supplemental Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof7.04, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and or interest on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Article 2 and Sections 3.034.01, 3.04, 3.06, 3.07, 3.09 4.02 and 5.02 hereof4.19, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith including the Company's obligations under Section 6.07 of the Base Indenture and (d) the Legal Defeasance provisions of this Article 97. If the Company exercises under Section 7.01 the option applicable to this Section 7.02, subject to the satisfaction of the conditions set forth in Section 7.04, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 97, the Issuers Company may exercise their its option under this Section 9.02 7.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released7.03.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 hereof 8.1 of the option applicable to this Section 9.028.2, the Issuers Company and each Subsidiary Guarantor shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof8.4 and continuance of certain provisions hereinafter referenced, be deemed to have been discharged from their respective obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company and each Subsidiary Guarantor shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 hereof 8.5 and the other Sections of this Indenture referred to in clauses (ai) and (bii) below) of this Section 8.2, and the Company and each Subsidiary Guarantor shall be deemed to have satisfied all its of their respective other obligations under such Notes or any Subsidiary Guarantee (as applicable) and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions provisions, which shall survive until otherwise terminated or discharged hereunder: (ai) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof8.4, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, ; (bii) the Issuers’ Company's obligations with respect to such Notes under Sections 3.032.3, 3.042.4, 3.062.6, 3.07, 3.09 2.7 and 5.02 hereof, 2.10 and Section 4.2; (ciii) the rights, powers, trusts, duties duties, obligations and immunities of the Trustee hereunder hereunder, including the Trustee's rights under Section 7.7, and the Issuers’ and the Guarantors’ Company's obligations in connection therewith therewith; (iv) Sections 10.3 and 10.7; and (dv) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.3.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”"LEGAL DEFEASANCE"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Supplemental Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Supplemental Indenture (and the Trustee, on written demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article 2 and 5.02 Section 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Issuer’s exercise under Section 9.01 hereof 8.01 of the option applicable to this Section 9.028.02, the Issuers Issuer shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof8.04, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, Notes and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, this Indenture on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers Issuer shall be deemed to have paid and discharged the entire Indebtedness debt represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 hereof 8.05 and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all of its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on written demand of and at the expense of the IssuersIssuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Sectionreceive, payments in respect of the principal amount of, premium, if any, and interest interest, if any on such Notes when such payments are duedue from the trust referred to in Section 8.04(l), (b) the Issuers’ Issuer’s obligations with respect to such Notes under Sections 3.032.02, 3.042.03, 3.062.04, 3.072.05, 3.09 2.06, 2.07, 2.10 and 5.02 hereof4.02, (c) the rights, powers, trusts, duties benefits and immunities of the Trustee hereunder Trustee, including under Section 7.06, 8.05 and 8.07 and the Issuers’ and the Guarantors’ Issuer’s obligations in connection therewith and therewith; (d) the Legal Defeasance Issuer’s rights pursuant to Section 3.07; and (e) the provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Issuer may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.03.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, each of the Issuers Company and the Guarantors, as applicable, shall, subject to the satisfaction of the applicable conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding NotesNotes and Guarantees, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guaranteeas applicable, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged all amounts owed under the outstanding Notes and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesGuarantees, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Notes, such Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.4 hereof, and as more fully set forth in such SectionSection 8.4, payments in respect of the principal of, premium, if any, and interest and Liquidated Damages, if any, on such Notes when such payments are due, (b) the Issuers’ Company’s obligations with respect to such Notes under Sections 3.032.6, 3.042.7 , 3.06, 3.07, 3.09 2.10 and 5.02 4.2 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company’s obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9under Sections 8.4, 8.5, 8.6, and 8.7 hereof. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”"LEGAL DEFEASANCE"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (ai) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest and Liquidated Damages, if any, on such Notes when such payments are due, due from the trust referred to below; (bii) the Issuers’ Company's obligations with respect to such the Notes under Sections 3.03concerning issuing temporary Notes, 3.04registration of Notes, 3.06mutilated, 3.07destroyed, 3.09 lost or stolen Notes and 5.02 hereof, the maintenance of an office or agency for payment and money for security payments held in trust; (ciii) the rights, powers, trusts, duties and immunities of the Trustee hereunder Trustee, and the Issuers’ and the Guarantors’ Company's obligations in connection therewith therewith; and (div) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a), (b) and (bd) below) , and to have satisfied all its other obligations under such the Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, or interest and interest Additional Amounts on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Article 2 and Sections 3.03, 3.04, 3.06, 3.07, 3.09 4.01 and 5.02 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. If the Company exercises under Section 8.01 hereof the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Issuer’s exercise under Section 9.01 hereof 8.01 of the option applicable to this Section 9.028.02, the Issuers shallIssuer and each of the Guarantors will, subject to the satisfaction of the conditions set forth in Section 9.04 hereof8.04, be deemed to have been discharged from their obligations with respect to all of the outstanding Notes, Notes and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, the Note Guarantees on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers shall Issuer and the Guarantors will be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesNotes and the Note Guarantees, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall will thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 hereof 8.05 and the other Sections of this Indenture referred to in clauses (a1) and (b2) below) of this Section 8.02, and to have satisfied all its their other obligations under such Notes or Subsidiary Guarantee Notes, the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersIssuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall will survive until otherwise terminated or discharged hereunder: (a1) the rights of Holders of the outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and or interest on such Notes when such payments are due, due from the trust referred to in Section 8.04; (b2) the Issuers’ Issuer’s obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article 2 and 5.02 hereof, Section 4.02; (c3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ Issuer’s and the Guarantors’ obligations in connection therewith therewith; and (d4) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Issuer may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its their option under Section 9.03 hereof8.03. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.Section 8.03

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company and each Guarantor shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their respective obligations with respect to all Notes and Subsidiary Guarantees then outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers Company and any Guarantor shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesNotes and any Subsidiary Guarantee then outstanding, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its their other obligations under such Notes or and Subsidiary Guarantee Guarantees, and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments prepared by the Company acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of Notes then outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, interest and interest Additional Interest, if any, on such Notes when such payments are due, or on the Redemption Date, as the case may be, (b) the Issuers’ Company’s obligations with respect to such Notes under Sections 3.032.03, 3.042.04, 3.062.05, 3.072.06, 3.09 2.07, 2.10, 4.02 and 5.02 4.03 hereof, (c) the rights, powers, trusts, duties duties, indemnities and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company’s obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 8.03 hereof with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedNotes.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company and each Subsidiary Guarantor shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their respective obligations with respect to all outstanding Notes, Senior Notes and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Subsidiary Guarantees on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company and each Subsidiary Guarantor shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesSenior Notes and Subsidiary Guarantees, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its their respective other obligations under such Senior Notes or and Subsidiary Guarantee Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for Indenture the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Senior Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Senior Notes when such payments are due, due from the trust referred to in Section 8.04(a); (b) the Issuers’ b)the Company's obligations with respect to such Senior Notes under Sections 3.032.02, 3.042.03, 3.062.04, 3.072.05, 3.09 2.06, 2.07, 2.10 and 5.02 4.02 hereof, ; (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder including without limitation thereunder Section 7.07, 8.05 and 8.07 hereof and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, the Issuers shall, subject to Company and the satisfaction of the conditions set forth in Section 9.04 hereof, Guarantors shall be deemed to have been discharged from their respective obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Securities on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, such Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesSecurities, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in clauses (ai) and (bii) below) of this Section 8.2, and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Securities and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (ai) the rights of Holders of outstanding Notes Securities to receive solely from the trust fund described in Section 9.04 8.4 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes Securities when such payments are due, (bii) the Issuers’ Company's obligations with respect to such Notes Securities under Sections 3.032.4, 3.042.6, 3.062.7, 3.07, 3.09 2.10 and 5.02 4.2 hereof, (ciii) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including, without limitation, the Trustee's rights under Section 7.7 hereof, and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (div) the this Article 8. Upon Legal Defeasance provisions of this Article 9. Subject to compliance with this Article 9, the Issuers may exercise their option under this Section 9.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.as provided here-

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 hereof 8.01 of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof8.04, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”)) and each Guarantor shall be released from all of its obligations under its Guarantee. For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness debt represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 hereof 8.05 and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such the Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof8.04, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and or interest on such Notes when such payments are due, (b) the Issuers’ Company’s obligations with respect to such Notes under Article 2 and Sections 3.03, 3.04, 3.06, 3.07, 3.09 4.01 and 5.02 hereof4.02, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company’s obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. If the Company exercises under Section 8.01 the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.03.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged their obligations from its Obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”)) and each Guarantor shall be released and relieved from all of its Obligations under its Note Guarantee. For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 8.05 hereof and the other Sections or Articles of the Indenture (including this Indenture Supplemental Indenture) referred to in clauses (a) and through (be) below) , and to have satisfied all its other obligations under such the Notes or Subsidiary Guarantee and the Indenture (including this Indenture Supplemental Indenture) with respect to the Notes (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive receive, solely from the trust fund described in Section 9.04 8.04 and Section 8.05 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, (b) the Issuers’ obligations Company’s Obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article 1 and 5.02 hereofSection 4.01 and Section 4.14 hereof and Article II of the Base Indenture, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder under the Indenture (including this Supplemental Indenture) and the Issuers’ Company’s and the Guarantors’ obligations in connection therewith and therewith, (d) the Legal Defeasance optional redemption provisions of this Supplemental Indenture, and (e) this Article 98. If the Company exercises under Section 8.01 hereof the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 hereof 1301 of the option applicable to this Section 9.021302, the Issuers shall, subject to the satisfaction each of the conditions set forth in Section 9.04 hereof, Company and the Guarantors shall be deemed to have been discharged from their respective obligations with respect to all outstanding NotesOutstanding Notes and the Guarantees, and each Guarantor shall the Collateral will be deemed to have discharged its obligations with respect to its Guaranteereleased from the Lien securing the Notes Outstanding under this Indenture, on the date the conditions set forth in Section 9.04 below 1304 are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that each of the Issuers Company and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness indebtedness represented by the outstanding Outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstandingOutstanding” only for the purposes of Section 9.05 hereof 1305 and the other Sections of this Indenture referred to in (a1) and (b2) below) , and the Guarantees and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and Notes, the Guarantees, this Indenture and the Security Documents insofar as such Notes are concerned (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a1) the rights of Holders of outstanding Outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, solely out of the trust described in Section 1304 (bincluding, but not limited to the Company’s obligation to pay an Applicable Premium Deficit, if applicable), (2) the Issuers’ Company’s obligations with respect to such Notes under Sections 3.03303, 3.04304, 3.06305, 3.07, 3.09 1002 and 5.02 hereof1003, (c3) the rights, powers, trusts, duties and immunities of the Trustee hereunder (including Section 607), and the Issuers’ obligations of each of the Company and the Guarantors’ obligations Guarantors in connection therewith and (d4) the Legal Defeasance provisions of this Article 9Thirteen. Subject to compliance with this Article 9Thirteen, the Issuers Company may exercise their its option under this Section 9.02 1302 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 1303 with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedNotes.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, each of the Issuers Company and the Guarantors, as applicable, shall, subject to the satisfaction of the applicable conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding NotesNotes and Guarantees, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guaranteeas applicable, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged all amounts owed under the outstanding Notes and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesGuarantees, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Notes, such Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.4 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest and Liquidated Damages, if any, on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article II and 5.02 Section 4.2 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9VIII. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company and the Guarantors, if any, shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their respective obligations with respect to all Notes and Subsidiary Guarantees then outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance purpose such defeasance means that the Issuers Company and any Guarantor shall be deemed to have paid and discharged the entire Indebtedness indebtedness represented by the outstanding NotesNotes and any Subsidiary Guarantees outstanding, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 hereof 8.05 and the other Sections of this Indenture referred to in clauses (ai) and (bii) below) of this Section 8.02, and to have satisfied all its other obligations under such Notes or Notes, Subsidiary Guarantee Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (ai) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are duedue or on the redemption date, as the case may be, solely from amounts deposited with the Trustee as provided in Section 8.04 hereof, (bii) the Issuers’ Company's obligations with respect to such the Notes under Sections 3.032.03, 3.042.04, 3.062.05, 3.072.06, 3.09 2.07, 2.10, 4.02 and 5.02 4.03 hereof, (ciii) the rights, powers, trusts, duties duties, indemnities and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (div) the Legal Defeasance provisions of this Article 9. Subject to compliance with this Article 9, the Issuers may exercise their option under this Section 9.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.02.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged their obligations from its Obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”)) and each Guarantor shall be released from all of its Obligations under its Note Guarantee. For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in clauses (a) and through (be) below) , and to have satisfied all its other obligations under such the Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive receive, solely from the trust fund described in Section 9.04 Sections 8.4 and 8.5 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, interest and interest Additional Interest, if any, on such Notes when such payments are due, (b) the IssuersCompany’s and the Guarantors’ obligations Obligations with respect to such Notes under Article II and Sections 3.03, 3.04, 3.06, 3.07, 3.09 3.1 and 5.02 3.13 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ Company’s and the Guarantors’ obligations in connection therewith and therewith, (d) the Legal Defeasance optional redemption provisions of this Indenture, and (e) this Article 9VIII. If the Company exercises under Section 8.1 hereof the option applicable to this Section 8.2, subject to the satisfaction of the conditions set forth in Section 8.4 hereof, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, each of the Issuers Company and the Guarantors, as applicable, shall, subject to the satisfaction of the applicable conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding NotesNotes and Guarantees, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guaranteeas applicable, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged all amounts owed under the outstanding Notes and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesGuarantees, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Notes, such Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.4 hereof, and as more fully set forth in such SectionSection 8.4, payments in respect of the principal of, premium, if any, and interest and Liquidated Damages, if any, on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article II and 5.02 Section 4.2 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9VIII. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have discharged their obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guaranteeall outstanding Notes, on the date the conditions set forth in Section 9.04 8.04 below are satisfied (hereinafter, “Legal Defeasance”"LEGAL DEFEASANCE"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal ofof and interest, premium, if any, and interest Liquidated Damages, if any, on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.032.03, 3.042.04, 3.062.07, 3.07, 3.09 2.10 and 5.02 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9Eight. Subject to compliance with this Article 9Eight, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, each of the Issuers Company and the Guarantors, as applicable, shall, subject to the satisfaction of the applicable conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding NotesNotes and Guarantees, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guaranteeas applicable, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged all amounts owed under the outstanding Notes and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesGuarantees, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Notes, such Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.4 hereof, and as more fully set forth in such SectionSection 8.4, payments in respect of the principal of, premium, if any, and interest and Liquidated Damages, if any, on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.032.6, 3.042.7 , 3.06, 3.07, 3.09 2.10 and 5.02 4.2 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9under Sections 8.4, 8.5, 8.6, and 8.7 hereof. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, the Issuers Company and each Subsidiary Guarantor shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged from their respective obligations with respect to all outstanding Notes, Notes and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Note Guarantees on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company and each Subsidiary Guarantor shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesNotes and Note Guarantees, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its their respective other obligations under such Notes or Subsidiary Guarantee and Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest and Liquidated Damages, if any, on such Notes when such payments are due, due from the trust referred to in Section 8.4(a); (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.032.2, 3.042.3, 3.062.4, 3.072.5, 3.09 2.6, 2.7, 2.10 and 5.02 4.2 hereof, ; (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder including without limitation thereunder Section 7.7, 8.5 and 8.7 hereof and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 hereof 8.01 of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof8.04, be deemed to have been discharged their obligations from its Obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”)) and each Guarantor, if any, shall be released from all of its obligations under its Subsidiary Guaranty. For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness Debt represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 hereof 8.05 and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations Obligations under such the Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof8.04, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and or interest on such Notes when such payments are due, (b) the Issuers’ obligations Company’s Obligations with respect to such Notes under Article 2 and Sections 3.03, 3.04, 3.06, 3.07, 3.09 4.01 and 5.02 hereof4.02, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ Company’s and the Guarantors’ obligations Guarantor’s, if any, Obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. If the Company exercises under Section 8.01 the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.03.

Legal Defeasance and Discharge. Upon the Issuers’ exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers and the Subsidiary Guarantors shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their respective Obligations and certain other obligations with respect to all outstanding NotesNotes and Guarantees, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guaranteeas applicable, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers and the Subsidiary Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in clauses (a) and (b) of this sentence below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the Issuers, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on (including Additional Interest, if any) on, such Notes when such payments are due, (b) the Issuers’ obligations with respect to such Notes under Sections 3.032.03, 3.042.04, 3.062.06, 3.072.07, 3.09 2.10 and 5.02 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Subsidiary Guarantors’ obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers may exercise their the option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, the Issuers Company and the Subsidiary Guarantors, if any, shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged from their obligations with respect to all outstanding NotesSecurities and the Subsidiary Guarantees, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guaranteeif any, thereof on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesSecurities, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Securities and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes Securities to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes Securities when such payments are duedue from the trust fund described in Section 8.4 hereof, and as more fully set forth in such Section, (b) the Issuers’ Company's obligations with respect to such Notes Securities under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article 2 and 5.02 Section 4.2 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”)"LEGAL DEFEASANCE") and each Subsidiary Guarantor shall be released from all of its obligations under its Subsidiary Guarantee. For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a), (b) and (bd) below) , and to have satisfied all its other obligations under such the Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, or interest and interest Additional Amounts on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Article 2 and Sections 3.03, 3.04, 3.06, 3.07, 3.09 4.01 and 5.02 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. If the Company exercises under Section 8.01 hereof the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 hereof 8.01 of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof8.04, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”)) and any Guarantor shall be released from all of its obligations under its Guarantee. For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 hereof 8.05 and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such the Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof8.04, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and or interest on such Notes when such payments are due, (b) the Issuers’ Company’s obligations with respect to such Notes under Article 2 and Sections 3.03, 3.04, 3.06, 3.07, 3.09 4.01 and 5.02 hereof4.02, (c) the rights, powers, trusts, duties and immunities of the Trustee and any Agent hereunder and the Issuers’ and the Guarantors’ Company’s obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. If the Company exercises under Section 8.01 the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.03.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company and the Guarantors, if any, shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their respective obligations with respect to all Notes and Subsidiary Guarantees then outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”"LEGAL DEFEASANCE"). For this purpose, Legal Defeasance purpose such defeasance means that the Issuers shall be deemed to have paid Company and discharged the entire Indebtedness represented by the outstanding Notes, and each any Guarantor shall be deemed to have paid and 70 80 discharged its Guarantee (the entire indebtedness represented by the Notes and any Subsidiary Guarantees outstanding, which in each case shall thereafter be deemed to be “outstanding” outstanding only for the purposes of Section 9.05 hereof 8.05 and the other Sections of this Indenture referred to in clauses (ai) and (bii) below) of this Section 8.02, and to have satisfied all its other obligations under such Notes or Notes, Subsidiary Guarantee Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (ai) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are duedue or on the redemption date, as the case may be, solely from amounts deposited with the Trustee as provided in Section 8.04 hereof, (bii) the Issuers’ Company's obligations with respect to such the Notes under Sections 3.032.03, 3.042.04, 3.062.05, 3.072.06, 3.09 2.08, 2.11, 4.02 and 5.02 4.03 hereof, (ciii) the rights, powers, trusts, duties duties, indemnities and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (div) the Legal Defeasance provisions of this Article 9. Subject to compliance with this Article 9, the Issuers may exercise their option under this Section 9.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.02.

Legal Defeasance and Discharge. Upon the IssuersCo-Obligors’ exercise under Section 9.01 hereof of the option applicable to this Section 9.028.02, the Issuers Co-Obligors shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Notes, Notes and each Guarantor all obligations of the Guarantors shall be deemed to have been discharged its obligations with respect to its Guarantee, their 105 obligations under the Guarantees on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers Co-Obligors and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesNotes and Guarantees, and each Guarantor shall be deemed to have paid and discharged its Guarantee (respectively, which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in clauses (a) and (b) below) , and to have satisfied all its of their other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCo-Obligors, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described Funds in Trust (as defined in Section 9.04 hereof, 8.04 hereof and as more fully set forth in such Section, ) payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, (b) the IssuersCo-Obligors’ obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article Two and 5.02 Section 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the GuarantorsCo-Obligors’ obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9Eight. Subject to compliance with this Article 9Eight, the Issuers Co-Obligors may exercise their option under this Section 9.02 8.02 notwithstanding the prior exercise of its their option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ exercise under Section 9.01 hereof 8.01 of the option applicable to this Section 9.028.02, the Issuers shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof8.04, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”)) and each Guarantor shall be released from all of its obligations under its Guarantee. For this purpose, Legal Defeasance means that the Issuers and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 hereof 8.05 and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all of its other obligations under such Notes or Subsidiary Guarantee the Notes, the Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Issuers, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof8.04, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, (b) the Issuers’ obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article 2 and 5.02 hereofSection 4.02, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. If the Issuers exercise under Section 8.01 the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 98, the Issuers may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.03.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 hereof 8.1 of the option applicable to this Section 9.028.2, the Issuers Company and the Guarantors, as applicable, shall, subject to the satisfaction of the applicable conditions set forth in Section 9.04 hereof8.4, be deemed to have been discharged from their respective obligations with respect to all outstanding Notes, Notes and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Guarantees on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness indebtedness represented by the outstanding Notes, and each Guarantor this Indenture shall cease to be deemed of further effect as to have paid all outstanding Notes and discharged its Guarantee (which in each case shall thereafter Guarantees, except as to be deemed to be “outstanding” only for the purposes of Section 9.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and the Company and the Guarantors shall be deemed to have satisfied all its other of their respective obligations under such Notes or Subsidiary Guarantee Notes, such Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest (and Liquidated Damages, if any) on such Notes when such payments are duedue from the trust fund described in Section 8.5, (b) the Issuers’ Company’s obligations with respect to such Notes under Sections 3.032.2, 3.042.3, 3.062.4, 3.072.5, 3.09 2.6, 2.7, 2.8, 2.10, 4.2, 4.4, 4.9, 4.15, 8.5, 8.6 and 5.02 hereof8.7 and Article XI, and (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ Company’s and the Guarantors’ obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9therewith. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 8.3 with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedNotes.

Legal Defeasance and Discharge. Upon the Issuers’ exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” outstanding only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (ai) and (bii) below) , and to have satisfied all its their other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the Issuers, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (ai) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, and premium, interest and Liquidated Damages (if any) on, and interest on such the Notes when such payments are duedue from the trust referred to in Section 8.04 hereof, (bii) the Issuers’ , obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article 2 and 5.02 Section 4.04 hereof, (ciii) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, and the Issuers’ and the Guarantors’ obligations in connection therewith and (div) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers may exercise their option under this Section 9.02 8.02 notwithstanding the prior exercise of its their option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.03.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, each of the Issuers Company and the Guarantors, as applicable, shall, subject to the satisfaction of the applicable conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding NotesNotes and Guarantees, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guaranteeas applicable, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, Notes and each Guarantor the Guarantors shall be deemed to have paid and discharged its Guarantee (the entire Indebtedness represented by the outstanding Guarantees, which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Notes, such Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.4 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest and Liquidated Damages, if any, on such Notes when such payments are due, (b) the Issuers’ Company’s obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article II and 5.02 Section 4.2 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company’s obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9VIII. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, the Issuers shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof, Company shall be deemed to have been discharged from their respective obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Debentures on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, such Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness indebtedness represented by the and this Indenture shall cease to be of further effect as to all 41 40 outstanding NotesDebentures, and each Guarantor shall be deemed except as to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and the Company shall be deemed to have satisfied all its other of their respective obligations under such Notes or Subsidiary Guarantee Debentures and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes Debentures to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest (and Liquidated Damages, if any) on such Notes Debentures when such payments are duedue from the trust described in Section 8.5, (b) the Issuers’ Company's obligations with respect to such Notes Debentures under Sections 3.032.4, 3.042.6, 3.062.7, 3.072.10, 3.09 4.2, 8.5, 8.6 and 5.02 hereof, 8.7 hereof and (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9therewith. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 8.3 hereof with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedDebentures.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company and its Subsidiaries shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their respective obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such outstanding Notes under Sections 3.032.06, 3.042.07, 3.06, 3.07, 3.09 2.10 and 5.02 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 hereof 8.01 of the option applicable to this Section 9.028.02, the Issuers shall, subject to Company and the satisfaction of the conditions set forth in Section 9.04 hereof, Guarantors shall be deemed to have been discharged from their obligations with respect to all outstanding Notes, Securities and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Security Documents on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, such Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesSecurities, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 hereof 8.05 and the other Sections of this Indenture referred to in (a) and (b) below) and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee , and this Indenture Indenture, Guarantees and Security Documents shall cease to be of further effect (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes Securities to receive solely from the trust fund described in Section 9.04 hereof8.04, and as more fully set forth in such SectionSection 8.04, payments in respect of the principal of, premium, if any, and interest on such Notes Securities when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes Securities under Sections 3.032.04, 3.042.06, 3.062.07, 3.07, 3.09 2.10 and 5.02 hereof4.03, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 8.03 with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedSecurities.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, the Issuers shall, subject to Company and the satisfaction of the conditions set forth in Section 9.04 hereof, Guarantors shall be deemed to have been discharged from their respective obligations with respect to all outstanding Notes, Notes and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Guarantees on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, such Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness indebtedness represented by the Notes and this Indenture shall cease to be of further effect as to all outstanding NotesNotes and Guarantees, and each Guarantor shall be deemed except as to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and the Company and the Guarantors shall be deemed to have satisfied all its other of their respective obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest (and Liquidated Damages, if any) on such Notes when such payments are duedue from the trust described in Section 8.5, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.032.4, 3.042.6, 3.062.7, 3.072.10, 3.09 4.2, 8.5, 8.6 and 5.02 hereof, 8.7 hereof and (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9therewith. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 8.3 hereof with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedNotes.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company and each of the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes (including the Guarantees) on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesNotes (including the Guarantees), and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a) and through (bd) below) , and to have satisfied all its their other obligations under such Notes or Subsidiary Guarantee Notes, the Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, Additional Interest, if any, and interest on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article 2 and 5.02 Section 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company and the Subsidiary Guarantors, shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their respective obligations with respect to all Notes and Subsidiary Guarantees then outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance purpose such defeasance means that the Issuers Company and any Subsidiary Guarantor shall be deemed to have paid and discharged the entire Indebtedness indebtedness represented by the outstanding NotesNotes and any Subsidiary Guarantees outstanding, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 hereof 8.05 and the other Sections of this Indenture referred to in clauses (ai) and (bii) below) of this Section 8.02, and to have satisfied all its other obligations under such Notes or Notes, Subsidiary Guarantee Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (ai) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are duedue or on the redemption date, as the case may be, solely from amounts deposited with the Trustee as provided in Section 8.04 hereof, (bii) the Issuers’ Company's obligations with respect to such the Notes under Sections 3.032.03, 3.042.04, 3.062.05, 3.072.06, 3.09 2.07, 2.10, 4.02 and 5.02 4.03 hereof, (ciii) the rights, powers, trusts, duties duties, indemnities and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (div) the Legal Defeasance provisions of this Article 9. Subject to compliance with this Article 9, the Issuers may exercise their option under this Section 9.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.02.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 hereof of the option applicable provided under Section 12.01 hereof to defease the outstanding Securities of a particular series under this Section 9.0212.02, the Issuers shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof, be deemed to have discharged their obligations with respect to all outstanding Notes, and each Guarantor Company shall be deemed to have been discharged from its obligations with respect to its Guarantee, such outstanding Securities on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness indebtedness represented by the outstanding NotesSecurities of such series, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 12.05 hereof and the other Sections of this Indenture referred to in clauses (ai) and (bii) below) of this Section 12.02, and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Securities and this Indenture (and the Trustee, on demand of and at the expense of the Issuers, Company shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (ai) the rights of Holders of outstanding Notes Securities of such series to receive solely from the trust fund described in Section 9.04 12.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, of (and premium, if any) and interest, and interest if any, on such Notes Securities when such payments are due, (bii) the Issuers’ Company’s obligations with respect to such Notes Securities under Sections 3.03, 3.04, 3.06, 3.07, 3.09 3.08(a), 3.09, 3.11, and 5.02 12.05 hereof, (ciii) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including, without limitation, the Trustee’s rights under Section 6.07 hereof, and the Issuers’ and the Guarantors’ Company’s obligations in connection therewith and (d) the Legal Defeasance provisions of with this Article 912. Subject to compliance with this Article 912, the Issuers Company may exercise their its option under this Section 9.02 12.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 12.03 hereof with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved Securities of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedsuch series.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Exchange Debentures on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesExchange Debentures, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Exchange Debenture Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Exchange Debentures and this Exchange Debenture Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes Exchange Debentures to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes Exchange Debentures when such payments are duedue from the trust fund described in Section 8.4 hereof, and as more fully set forth in such Section, (b) the Issuers’ Company's obligations with respect to such Notes Exchange Debentures under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article 2 and 5.02 Section 4.2 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, Notes and each Guarantor all obligations of the Guarantors shall be deemed to have been discharged its obligations with respect to its Guarantee, their obligations under the Guarantees on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesNotes and Guarantees, and each Guarantor shall be deemed to have paid and discharged its Guarantee (respectively, which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in clauses (a) and (b) below) , and to have satisfied all its of their other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described Funds in Trust (as defined in Section 9.04 hereof, 8.04 hereof and as more fully set forth in such Section, ) payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, (b) subject to the Issuers’ preceding clause (a), the Company's obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article Two and 5.02 Section 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9Eight. Subject to compliance with this Article 9Eight, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company’s exercise under Section 9.01 hereof 8.01 of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof8.04, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness Debt represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 hereof 8.05 and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such the Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof8.04, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and or interest on such Notes when such payments are due, (b) the Issuers’ Company’s obligations with respect to such Notes under Article 2 and Sections 3.03, 3.04, 3.06, 3.07, 3.09 4.01 and 5.02 hereof4.02, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company’s obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. If the Company exercises under Section 8.01 the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.03.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, the Issuers Company and the Subsidiary Guarantors shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Notes, Notes and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, the Subsidiary Guarantees thereof on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are duedue from the trust fund described in Section 8.4 hereof, and as more fully set forth in such Section, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article 2 and 5.02 Section 4.2 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 8.3 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.03 hereof of the option applicable to this Section 9.028.04, each of the Issuers Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.06 hereof, be deemed to have discharged their obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to all outstanding Notes and, as applicable, its Guarantee, Subsidiary Guarantees on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that each of the Issuers Company and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (the extent applicable, represented by the Subsidiary Guarantees, which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.07 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.06 hereof, and as more fully set forth in such Section, payments in respect of the principal of, and premium, if any, and interest on and Liquidated Damages, if any, on, such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.032.03, 3.042.04, 3.062.07, 3.07, 3.09 2.10 and 5.02 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9VIII. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.04 notwithstanding the prior exercise of its option under Section 9.03 8.05 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 hereof 4.04(a) above of the option applicable to this Section 9.024.04(b), each of the Issuers Restricted Parties, as applicable, shall, subject to the satisfaction of the applicable conditions set forth in Section 9.04 4.04(d) hereof, be deemed to have been discharged their from its obligations with respect to all outstanding NotesNotes and Guarantees, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guaranteeas applicable, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged all amounts owed under the outstanding Notes and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesGuarantees, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 4.04(e) hereof and the other Sections of this Indenture Agreement referred to in (ai) and (bii) of this Section 4.04(b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Notes, such Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Issuers, shall execute proper instruments acknowledging the same)Agreement, except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (ai) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 4.04(d) hereof, and as more fully set forth in such SectionSection 4.04(d), payments in respect of the principal of, the premium, if any, (including the premium described in Section 4.04(e) below) and interest on such Notes when such payments are due, (bii) the Issuers’ Company's obligations with respect to such Notes under Sections 3.0314.01, 3.04, 3.06, 3.07, 3.09 14.07 and 5.02 14.14 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ obligations in connection therewith and (diii) the Legal Defeasance provisions of this Article 9Section 4.04. Subject to compliance with this Article 9Section 4.04, the Issuers Company may exercise their its option under this Section 9.02 4.04(b) notwithstanding the prior exercise of its option under Section 9.03 4.04(c) hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding out- standing Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.032.02, 3.042.03, 3.062.04, 3.072.05, 3.09 2.06, 2.07, 2.10 and 5.02 2.12 and Section 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, the Issuers shall, subject to Company and the satisfaction of the conditions set forth in Section 9.04 hereof, Guarantors shall be deemed to have been discharged from their respective obligations with respect to all outstanding Notes, Notes and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Guarantees on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, such Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor this Indenture shall cease to be deemed of further effect as to have paid all outstanding Notes and discharged its Guarantee (which in each case shall thereafter Guarantees, except as to be deemed to be “"outstanding” " only for the purposes of Section 9.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and the Company and the Guarantors shall be deemed to have satisfied all its other of their respective obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest (and Liquidated Damages, if any) on such Notes when such payments are duedue from the trust described in Section 8.5, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.032.3, 3.042.4, 3.062.6, 3.072.7, 3.09 2.10, 4.2, 8.5, 8.6 and 5.02 8.7 hereof, and (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9therewith. Subject to compliance with this Article 9VIII, the Issuers Company may exercise their its option under this Section 9.02 8.2 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 8.3 hereof with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedNotes.

Legal Defeasance and Discharge. Upon the Issuers’ Issuer’s exercise under Section 9.01 hereof 1301 of the option applicable to this Section 9.021302, the Issuers shall, subject to the satisfaction each of the conditions set forth in Section 9.04 hereof, Co-Issuers and the Guarantors shall be deemed to have been discharged from their respective obligations with respect to all outstanding Notes, Outstanding Notes and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, the Guarantees on the date the conditions set forth in Section 9.04 below 1304 are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that each of the Co-Issuers and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness indebtedness represented by the outstanding Outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “outstandingOutstanding” only for the purposes of Section 9.05 hereof 1305 and the other Sections of this Indenture referred to in (a1) and (b2) below) , and the Guarantees and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Notes, the Guarantees and this Indenture insofar as such Notes are concerned (and the Trustee, on demand of and at the expense of the IssuersIssuer, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a1) the rights of Holders of outstanding Outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, of (and premium, if any, on) and interest on such Notes when such payments are due, solely out of the trust described in Section 1304 (bincluding, but not limited to the Issuer’s obligation to pay an Applicable Premium Deficit, if applicable), (2) the Issuers’ Issuer’s and/or the Co-Issuer’s obligations with respect to such Notes under Sections 3.03303, 3.04304, 3.06305, 3.07, 3.09 1002 and 5.02 hereof1003, (c3) the rights, powers, trusts, duties and immunities of the Trustee hereunder (including Section 607), and the Issuers’ obligations of each of the Co-Issuers and the Guarantors’ obligations Guarantors in connection therewith and (d4) the Legal Defeasance provisions of this Article 9Thirteen. Subject to compliance with this Article 9Thirteen, the Issuers Issuer may exercise their its option under this Section 9.02 1302 notwithstanding the prior exercise of its option under Section 9.03 hereof. If 1303 with respect to the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be releasedNotes.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have discharged their its obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, on the date the conditions set forth in Section 9.04 8.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, of and premium, if any, interest and interest Liquidated Damages, if any, on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article 2 and 5.02 Section 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company and the Guarantors shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged from their respective obligations with respect to all outstanding NotesNotes and Note Guarantees, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guaranteerespectively, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness Debt represented by the outstanding NotesNotes and the Note Guarantees, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article 2 and 5.02 Section 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9Eight. Subject to compliance with this Article 9Eight, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.1 hereof of the option applicable to this Section 9.028.2, each of the Issuers Company and the Guarantors, as applicable, shall, subject to the satisfaction of the applicable conditions set forth in Section 9.04 8.4 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding NotesNotes and Guarantees, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guaranteeas applicable, on and after the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company shall be deemed to have paid and discharged all amounts owed under the outstanding Notes and the Guarantors shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesGuarantees, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.5 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee Notes, such Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.4 hereof, and as more fully set forth in such SectionSection 8.4, payments in respect of the principal of, premium, if any, and interest and Liquidated Damages, if any, on such Notes when such payments are due, (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article II and 5.02 Section 4.2 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 9. Subject to compliance with this Article 9, the Issuers may exercise their option under this Section 9.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.,

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers Company and each Guaranteeing Subsidiary shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have been discharged their from its obligations with respect to all outstanding Notes, Notes and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Subsidiary Guarantees on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, Legal Defeasance means that the Issuers Company and each Guaranteeing Subsidiary shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesNotes and Subsidiary Guarantees, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or and Subsidiary Guarantee Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, interest and interest Liquidated Damages, if any, on such Notes when such payments are duedue or on the redemption date, as the case may be, from the trust referred to in Section 8.04(a), (b) the Issuers’ Company's obligations with respect to such Notes under Sections 3.032.02, 3.042.03, 3.062.04, 3.072.05, 3.09 2.06, 2.07, 2.10 and 5.02 4.02 hereof, (c) the rights, powers, trusts, duties and immunities of the Trustee including without limitation thereunder Section 7.07, 8.05 and 8.07 hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers Company may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.

Legal Defeasance and Discharge. Upon the Issuers’ HLI's exercise under Section 9.01 hereof 8.01 of the option applicable to this Section 9.028.02, the Issuers Holdco and HLI shall, subject to the satisfaction of the conditions set forth in Section 9.04 hereof8.04, be deemed to have been discharged from their obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, Notes on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”)") and each Guarantor shall be released from all of its obligations under its guarantee. For this purpose, Legal Defeasance means that the Issuers Holdco and HLI shall be deemed to have paid and discharged the entire Indebtedness Debt represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 hereof 8.05 and the other Sections of this Indenture referred to in (a) and (b) below) , and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the IssuersHLI, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof8.04, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, and interest and Special Interest, if any, on such Notes when such payments are due, (b) the Issuers’ Holdco and HLI's obligations with respect to such Notes under Sections 3.03, 3.04, 3.06, 3.07, 3.09 Article 2 and 5.02 hereofSection 4.01 and Section 4.02, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ HLI's obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. If HLI exercises under Section 8.01 the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 98, the Issuers HLI may exercise their its option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.03.

Legal Defeasance and Discharge. Upon the Issuers’ Company's exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers shallCompany and the Restricted Subsidiaries will, subject to the satisfaction of the conditions set forth in Section 9.04 hereof8.04, be deemed to have been discharged from their respective obligations with respect to all Notes and Subsidiary Guarantees then outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Guarantee, on the date the conditions set forth in Section 9.04 below are satisfied (hereinafter, “"Legal Defeasance”"). For this purpose, purpose such Legal Defeasance means that the Issuers shall Company and each Restricted Subsidiary will be deemed to have paid and discharged the entire Indebtedness represented by the outstanding NotesNotes and any Subsidiary Guarantees outstanding, and each Guarantor shall be deemed to have paid and discharged its Guarantee (which in each case shall will thereafter be deemed to be “"outstanding” " only for the purposes of Section 9.05 hereof 8.05 and the other Sections of this Indenture referred to in clauses (ai) and (bii) below) of this Section 8.02, and to have satisfied all its their other obligations under such Notes or Notes, Subsidiary Guarantee Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the IssuersCompany, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunderpursuant to this Indenture: (ai) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium, if any, interest and interest Liquidated Damages, if any, on such Notes when such payments are duedue or on any redemption date, as the case may be, solely from amounts deposited with the Trustee as provided in Section 8.04, (bii) the Issuers’ Company's obligations with respect to such the Notes under Sections 3.032.03, 3.042.04, 3.062.05, 3.072.06, 3.09 2.07, 2.10, 4.01 and 5.02 4.02 hereof, (ciii) the rights, powers, trusts, duties duties, indemnities and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ Company's obligations in connection therewith and (div) the Legal Defeasance provisions of this Article 9. Subject to compliance with this Article 9, the Issuers may exercise their option under this Section 9.02 notwithstanding the prior exercise of its option under Section 9.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released8.

Legal Defeasance and Discharge. Upon the Issuers’ exercise under Section 9.01 8.01 hereof of the option applicable to this Section 9.028.02, the Issuers shall, subject to the satisfaction of the conditions set forth in Section 9.04 8.04 hereof, be deemed to have discharged their obligations with respect to all outstanding Notes, and each Guarantor shall be deemed to have discharged its obligations with respect to its Subsidiary Guarantee, on the date the conditions set forth in Section 9.04 8.04 below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Issuers shall be deemed to have paid and discharged the entire Indebtedness represented by the outstanding Notes, and each Guarantor shall be deemed to have paid and discharged its Subsidiary Guarantee (which in each case shall thereafter be deemed to be “outstanding” only for the purposes of Section 9.05 8.05 hereof and the other Sections of this Indenture referred to in (a) and (b) below) and to have satisfied all its other obligations under such Notes or Subsidiary Guarantee and Guarantee, this Indenture and the other Note Documents (and the Trustee, on demand of and at the expense of the Issuers, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of outstanding Notes to receive solely from the trust fund described in Section 9.04 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, of and premium, if any, interest and interest Additional Interest, if any, on such Notes when such payments are due, (b) the Issuers’ obligations with respect to such Notes under Sections 3.03Section 2.03, 3.04Section 2.04, 3.06Section 2.06, 3.07Section 2.07, 3.09 Section 2.09 and 5.02 hereofSection 4.02 hereof and the Appendix, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Issuers’ and the Guarantors’ obligations in connection therewith and (d) the Legal Defeasance provisions of this Article 98. Subject to compliance with this Article 98, the Issuers may exercise their option under this Section 9.02 8.02 notwithstanding the prior exercise of its option under Section 9.03 8.03 hereof. If the Issuers exercise their Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Subsidiary Guarantee, and any security for the Notes (other than the trust) will be released.