Common use of Optional Redemptions Clause in Contracts

Optional Redemptions. (a) Under the terms of the Indenture, the Secured Notes will be redeemable, at the Issuer's option at any time in whole or from time to time in part upon not less than 30 and not more than 60 days' prior notice mailed by first class mail to the Holders of the Secured Notes, on any date prior to Maturity at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest (including Special Interest, if any, and Additional Amounts, if any), to the Redemption Date plus the Make-Whole Premium. (b) Under the terms of the Indenture, the Secured Notes may be redeemed, at the option of the Issuer, at any time as a whole but not in part, on not less than 30 nor more than 60 days' prior notice mailed by first class mail to the Holders of the Secured Notes, at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest (including Special Interest, if any, and Additional Amounts, if any), to the Redemption Date, in the event the Issuer has become or would become obligated to pay (and the Issuer cannot avoid such obligation by taking reasonable measures available to it), on the next date on which any amount would be payable with respect to the Secured Notes, any Additional Amounts as a result of a change in or an amendment to the laws (including any regulations promulgated thereunder) of a Tax Jurisdiction, or any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced or becomes effective on or after the Issue Date; PROVIDED, HOWEVER, that such redemption shall be conditioned upon the Issuer being actually obligated to pay such Additional Amounts on the relevant payment date. Prior to the giving of the notice of redemption described in the preceding paragraph, the Issuer shall deliver to the Trustee an Officers' Certificate (together with a copy of an Opinion of Counsel from counsel that is independent from the Issuer to the effect that the Issuer will be or will become obligated to pay Additional Amounts), stating that the Issuer is entitled to effect such redemption in accordance with the Indenture and setting forth in reasonable detail a statement of the facts relating thereto. (c) Notices of redemption will be mailed by first class mail at least 30 days but not more than 60 days before the Redemption Date to each Holder whose Secured Notes are to be redeemed at its registered address. Secured Notes in denominations larger than $1,000 may be redeemed in part but only in integral multiples of $1,000, unless all of the Secured Notes held by a Holder are to be redeemed. Unless the Issuer defaults in making such redemption payment, on and after the Redemption Date interest (including Special Interest, if any and Additional Amounts, if any), ceases to accrue on Secured Notes or portions thereof called for redemption.

Optional Redemptions. (a) Under The Issuer shall have the terms of the Indenture, the Secured Notes will be redeemable, at the Issuer's option right at any time in whole or and from time to time to redeem any Note issued by the Issuer that was issued by it to the applicable Noteholders, in part whole or in part, upon at least three (3) Business Days’ prior written notice to the Noteholder Representative before 12:00 (noon), New York City time, on the relevant date; provided, however, that each partial redemption shall be in an amount that is an integral multiple of $1,000,000 and not less than 30 and not more than 60 days' prior notice mailed by first class mail to $5,000,000 (or if less, the Holders of the Secured Notes, on any date prior to Maturity at a price equal to 100% of the entire remaining principal amount thereof plus accrued and unpaid interest (including Special Interest, if any, and Additional Amounts, if anyof Notes then outstanding), to the Redemption Date plus the Make-Whole Premium. (b) Under Optional redemptions of Notes shall be allocated pro rata among the terms Noteholders and shall be applied against the remaining scheduled installments of principal due in respect of such Notes as directed by the Indenture, the Secured Notes may be redeemed, at the option of the Issuer, at any time as a whole but not in part, on not less than 30 nor more than 60 days' prior notice mailed by first class mail to the Holders of the Secured Notes, at a price equal to 100% of the principal amount thereof plus accrued Issuer (and unpaid interest (including Special Interest, if any, and Additional Amounts, if any), to the Redemption Dateabsent such direction, in the event the Issuer has become or would become obligated to pay (and the Issuer cannot avoid such obligation by taking reasonable measures available to itdirect order of maturity), on the next date on which any amount would be payable with respect to the Secured Notes, any Additional Amounts as a result of a change in or an amendment to the laws (including any regulations promulgated thereunder) of a Tax Jurisdiction, or any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced or becomes effective on or after the Issue Date; PROVIDED, HOWEVER, that such redemption shall be conditioned upon the Issuer being actually obligated to pay such Additional Amounts on the relevant payment date. Prior to the giving of the notice of redemption described in the preceding paragraph, the Issuer shall deliver to the Trustee an Officers' Certificate (together with a copy of an Opinion of Counsel from counsel that is independent from the Issuer to the effect that the Issuer will be or will become obligated to pay Additional Amounts), stating that the Issuer is entitled to effect such redemption in accordance with the Indenture and setting forth in reasonable detail a statement of the facts relating thereto. (c) Notices Each such notice of redemption will shall specify the redemption date and principal amount of Notes to be mailed optionally redeemed and shall be irrevocable (provided, that such redemption may be conditioned upon the occurrence of certain events and revocable in the event that such events do not occur on the applicable date or dates) and shall commit the Issuer to redeem by first class mail at least 30 days but not more than 60 days before the Redemption Date to each Holder whose Secured Notes are amount stated therein on the date stated therein. All redemptions under this Section 2.10 shall be accompanied by accrued and unpaid interest on the principal amount to be redeemed at its registered address. Secured Notes in denominations larger than $1,000 may be redeemed in part to but only in integral multiples excluding the date of $1,000, unless all of the Secured Notes held by a Holder are to be redeemed. Unless the Issuer defaults in making such redemption payment, on and after the any Redemption Date interest (including Special Interest, if any and Additional Amounts, if any), ceases to accrue on Secured Notes or portions thereof called for redemptionPremium.

Optional Redemptions. (a) Under In addition to the redemption or repurchase of the Notes required under Section 2.6.1 and Section 2.6.4, and if there is no event of default existing under the Senior Credit Agreement and subject to the terms of the IndentureIntercreditor Agreement (Senior Debt) and OpBiz's compliance with the provisions of Section 8.2(d) of the Senior Credit Agreement, the Secured Company may voluntarily redeem the outstanding principal amount of the Notes will be redeemable(including PIK Interest capitalized thereto) in whole, or in part (in a minimum amount of at least $1,000,000 and integral multiples of $100,000), together with all accrued and unpaid interest on the Issuer's option amount so redeemed through the date of redemption, at any time in whole or and from time to time in part upon not less than 30 and not more than 60 days' prior notice mailed by first class mail to the Holders of the Secured Notes, on any date prior to Maturity at a redemption price equal to 100the sum of the principal amount to be redeemed plus the prepayment premium indicated below corresponding to the period in which the redemption occurs (such premium, the "Prepayment Premium"). Period Prepayment Premium ------ ------------------ Funding Date through August 8, 2008 Noncallable August 9, 2008 through August 8, 2009 8% of the principal amount thereof plus accrued and unpaid interest (including Special Interestto be redeemed August 9, if any2009 through August 8, and Additional Amounts, if any), to the Redemption Date plus the Make-Whole Premium. (b) Under the terms of the Indenture, the Secured Notes may be redeemed, at the option of the Issuer, at any time as a whole but not in part, on not less than 30 nor more than 60 days' prior notice mailed by first class mail to the Holders of the Secured Notes, at a price equal to 1002010 4% of the principal amount thereof plus to be redeemed After August 9, 2010 None Notwithstanding anything in this Agreement to the contrary, the Company may redeem the Notes, together with all accrued and unpaid interest thereon (including Special PIK Interest, if any, and Additional Amounts, if any), ) at a redemption price equal to the Redemption Date, in the event the Issuer has become or would become obligated to pay (and the Issuer cannot avoid such obligation by taking reasonable measures available to it), on the next date on which any amount would be payable with respect to the Secured Notes, any Additional Amounts as a result of a change in or an amendment to the laws (including any regulations promulgated thereunder) of a Tax Jurisdiction, or any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced or becomes effective on or after the Issue Date; PROVIDED, HOWEVER, that such redemption shall be conditioned upon the Issuer being actually obligated to pay such Additional Amounts on the relevant payment date. Prior to the giving sum of the notice of redemption described in the preceding paragraph, the Issuer shall deliver to the Trustee an Officers' Certificate (together with a copy of an Opinion of Counsel from counsel that is independent from the Issuer to the effect that the Issuer will be or will become obligated to pay Additional Amounts), stating that the Issuer is entitled to effect such redemption in accordance with the Indenture and setting forth in reasonable detail a statement of the facts relating thereto. (c) Notices of redemption will be mailed by first class mail at least 30 days but not more than 60 days before the Redemption Date to each Holder whose Secured Notes are principal amount to be redeemed at its registered address. Secured Notes in denominations larger than $1,000 may be redeemed in part plus a premium of 16% prior to August 8, 2008 if (i) the Company uses the proceeds of a public equity offering by the Company, OpBiz (but only in integral multiples to the extent there is no event of $1,000, unless all default existing under the Senior Credit Agreement and subject to the terms of the Secured Intercreditor Agreement (Senior Debt) and OpBiz's compliance with the provisions of Section 8.2(d) of the Senior Credit Agreement), EquityCo and/or BH/RE to fund such redemption, and (ii) at least 65% of the aggregate principal amount of the Notes held by a Holder are to be redeemed. Unless the Issuer defaults in making such redemption payment, on and remain outstanding immediately after the Redemption Date interest (including Special Interest, if any and Additional Amounts, if any), ceases to accrue on Secured Notes or portions thereof called for occurrence of such redemption.

Optional Redemptions. (a) Under Subject to the terms provisions of the IndentureSection 3.12 hereof, the Secured Issuer may elect to redeem any subclass of Notes will be redeemable, at the Issuer's option at any time in a Redemption in whole or from time to time in part at the Redemption Price (after giving effect to any payment thereof on such Redemption Date under Section 3.09 hereof) on the Notes to be redeemed upon not less than 30 the payment of the Redemption Price; provided, however, no Redemption Premium is payable with any Optional Redemption (i) utilizing the proceeds of the issuance of Refinancing Notes for a Refinancing of such subclass of Notes on any Payment Date after the fifth anniversary of the Initial Closing Date (each, a “Refinancing Date”), (ii) while a Rapid Amortization Event has occurred and not more than 60 days' is continuing, (iii) in connection with the Total Loss of an Aircraft, or (iv) in connection with any Aircraft Disposition that occurs after the second anniversary of the Initial Closing Date and prior notice mailed by first class mail to the Holders fifth anniversary of the Secured Notes, on any date Initial Closing Date so long as the aggregate amount of all such Redemptions prior to Maturity at a price equal to 100the fifth anniversary of the Initial Closing Date does not exceed 25% of the principal amount thereof plus accrued and unpaid interest aggregate initial Outstanding Principal Balance of the Notes (including Special Interest, if any, and Additional Amounts, if anyit being understood that in connection with any Redemption that is subject to a Redemption Premium pursuant to this clause (iv), to Redemption Premium shall only be payable on the Redemption Date plus the Make-Whole Premium. (b) Under the terms portion of the IndentureOutstanding Principal Balance of the Notes being so redeemed that exceeds such 25% threshold), in each case provided that after the giving of a Default Notice or the Acceleration of any Note, the Secured Notes may be redeemed, at the option of the Issuer, at any time as a redeemed only in whole but not in part, on not less than 30 nor more than 60 days' prior notice mailed by first class mail part pursuant to the Holders of the Secured Notes, at a price equal to 100% of the principal amount thereof plus accrued this Section 3.11 and unpaid interest (including Special Interest, if any, and Additional Amounts, if any), to the Redemption Date, in the event the Issuer has become or would become obligated to pay (and the Issuer cannot avoid such obligation by taking reasonable measures available to it), on the next date on which any amount would be payable with respect to the Secured Notes, any Additional Amounts as a result of a change in or an amendment to the laws (including any regulations promulgated thereunder) of a Tax Jurisdiction, or any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced or becomes effective on or after the Issue Date; PROVIDED, HOWEVER, that such redemption Refinancing or Optional Redemption shall be conditioned upon the Issuer being actually obligated to pay such Additional Amounts on the relevant payment dateeffected as provided in Section 3.12. Prior to the giving No optional prepayments of the notice any subclass of redemption described in the preceding paragraph, the Issuer Notes shall deliver to the Trustee an Officers' Certificate (together with a copy of an Opinion of Counsel from counsel that is independent from the Issuer to the effect that the Issuer will be permitted except any Refinancing or will become obligated to pay Additional Amounts), stating that the Issuer is entitled to effect such redemption Optional Redemption in accordance with the Indenture and setting forth in reasonable detail a statement of the facts relating thereto. (c) Notices of redemption will be mailed by first class mail at least 30 days but not more than 60 days before the Redemption Date to each Holder whose Secured Notes are to be redeemed at its registered address. Secured Notes in denominations larger than $1,000 may be redeemed in part but only in integral multiples of $1,000, unless all of the Secured Notes held by a Holder are to be redeemed. Unless the Issuer defaults in making such redemption payment, on and after the Redemption Date interest (including Special Interest, if any and Additional Amounts, if anythis Section 3.11(a), ceases to accrue on Secured provided that prepayments of such subclass of Notes or portions thereof called for redemptionshall be required in connection with Aircraft Dispositions as provided herein, as well as in the circumstances described in this Section 3.11.

Optional Redemptions. (a) Under the terms of the Indenture, the Secured Notes will be redeemable, at the Issuer's option at At any time in whole or from time prior to time in part August 19, 2023 upon not less than 30 and not nor more than 60 days' ’ prior notice mailed by first class mail to notice, the Holders of the Secured NotesCompany may, on any one or more occasions, redeem up to 40% of the aggregate principal amount of Notes issued under the Indenture at a redemption price of 103.575% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to (but not including) the applicable redemption date, subject to the rights of Holders on the relevant Record Date to receive interest due on the relevant Interest Payment Date, with the net cash proceeds of one or more Equity Offerings; provided that: (1) at least 60% of the aggregate principal amount of Notes issued on the Original Issue Date (excluding Notes held by the Parent or its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 90 days of the date of the closing of such Equity Offering. (b) At any time prior to Maturity August 19, 2023, upon not less than 30 nor more than 60 days’ prior notice, the Company may, on any one or more occasions, redeem all or any portion of the Notes at a redemption price equal to 100% of the principal amount thereof of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest (including Special Interestinterest, if any, and Additional Amounts, if anyto (but not including), the applicable redemption date, subject to the Redemption rights of Holders on the relevant Record Date plus to receive interest due on the Make-Whole relevant Interest Payment Date. Neither the Trustee nor any of the Agents shall be responsible for verifying or calculating the Applicable Premium. (bc) Under the terms of the Indenture, the Secured Notes may be redeemed, at the option of the Issuer, at At any time as a whole but not in parton or after August 19, on 2023, upon not less than 30 nor more than 60 days' ’ prior notice mailed by first class mail to notice, the Holders Company may, on any one or more occasions, redeem all or any portion of the Secured NotesNotes at the redemption prices (expressed as percentages of principal amount) set forth below, at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest (including Special Interestinterest, if any, and Additional Amountson the Notes redeemed to (but not including) the applicable redemption date, if any)redeemed during the periods indicated below, subject to the Redemption Date, in the event the Issuer has become or would become obligated to pay (and the Issuer cannot avoid such obligation by taking reasonable measures available to it), on the next date on which any amount would be payable with respect to the Secured Notes, any Additional Amounts as a result rights of a change in or an amendment to the laws (including any regulations promulgated thereunder) of a Tax Jurisdiction, or any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced or becomes effective on or after the Issue Date; PROVIDED, HOWEVER, that such redemption shall be conditioned upon the Issuer being actually obligated to pay such Additional Amounts Holders on the relevant Record Date to receive interest on the relevant Interest Payment Date: From August 19, 2023 to August 18, 2024 101.7875 % From August 19, 2024 to August 18, 2025 100.89375 % On or after August 19, 2025 100.000 % Unless the Company defaults in the payment date. Prior to the giving of the notice of applicable redemption described in the preceding paragraphprice, the Issuer shall deliver to the Trustee an Officers' Certificate (together with a copy of an Opinion of Counsel from counsel that is independent from the Issuer to the effect that the Issuer interest will be or will become obligated to pay Additional Amounts), stating that the Issuer is entitled to effect such redemption in accordance with the Indenture and setting forth in reasonable detail a statement of the facts relating thereto. (c) Notices of redemption will be mailed by first class mail at least 30 days but not more than 60 days before the Redemption Date to each Holder whose Secured Notes are to be redeemed at its registered address. Secured Notes in denominations larger than $1,000 may be redeemed in part but only in integral multiples of $1,000, unless all of the Secured Notes held by a Holder are to be redeemed. Unless the Issuer defaults in making such redemption payment, on and after the Redemption Date interest (including Special Interest, if any and Additional Amounts, if any), ceases cease to accrue on Secured the Notes or portions thereof called for redemptionredemption on the applicable redemption date. Any redemption conducted pursuant to Section 3.07 of the Indenture and any related notice of redemption may, at the Company’s discretion, be subject to one or more conditions precedent. If such redemption or notice is subject to satisfaction of one or more conditions precedent, such notice may state that, in the Company’s discretion, the redemption date may be delayed until such time as any or all such conditions shall be satisfied, or such redemption may not occur and such notice may be rescinded if any or all such conditions shall not have been satisfied by the redemption date, or by the redemption date so delayed.

Optional Redemptions. (a) Under the terms of the IndentureAt any time prior to July 28, 2025, the Secured Notes will be redeemableIssuer may, at on one or more occasions, redeem the Issuer's option at any time Notes, in whole or from time to time in part upon not less than 30 and not more than 60 days' prior notice mailed by first class mail to the Holders of the Secured Notespart, on any date prior to Maturity at a redemption price equal to 100100.0% of the principal amount thereof of the Notes redeemed, plus the Applicable Premium, as of, and accrued and unpaid interest (including Special Interestinterest, if any, and Additional Amountsto (but not including) the applicable redemption date, if any), subject to the Redemption rights of Holders on the relevant Record Date plus to receive interest due on the Make-Whole relevant Interest Payment Date. The Trustee shall not be responsible for verifying or calculating the Applicable Premium. (b) Under At any time prior to July 28, 2025, the terms Issuer may, on one or more occasions, redeem up to 40.0% of the Indenture, the Secured Notes may be redeemed, at the option aggregate principal amount of the Issuer, at any time as a whole but not in part, on not less than 30 nor more than 60 days' prior notice mailed by first class mail to the Holders of the Secured Notes, Notes at a redemption price equal to 100107.95% of the principal amount thereof of the Notes redeemed, plus accrued and unpaid interest (including Special Interestinterest, if any, and Additional Amountsto (but not including) the applicable redemption date, if any), subject to the Redemption Date, in the event the Issuer has become or would become obligated to pay (and the Issuer cannot avoid such obligation by taking reasonable measures available to it), on the next date on which any amount would be payable with respect to the Secured Notes, any Additional Amounts as a result rights of a change in or an amendment to the laws (including any regulations promulgated thereunder) of a Tax Jurisdiction, or any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced or becomes effective on or after the Issue Date; PROVIDED, HOWEVER, that such redemption shall be conditioned upon the Issuer being actually obligated to pay such Additional Amounts Holders on the relevant payment date. Prior Record Date to receive interest due on the giving relevant Interest Payment Date, with the equivalent of the notice net cash proceeds from one or more (x) Equity Offerings and/or (y) INVIT Offerings; provided that at least 60.0% of redemption described in the preceding paragraph, aggregate principal amount of the Issuer shall deliver to Notes (excluding Notes held by RPPL or any of its Subsidiaries) remains outstanding immediately after the Trustee an Officers' Certificate (together with a copy occurrence of an Opinion of Counsel from counsel that is independent from the Issuer to the effect that the Issuer will be or will become obligated to pay Additional Amounts), stating that the Issuer is entitled to effect such redemption in accordance with and the Indenture and setting forth in reasonable detail a statement applicable redemption occurs within ninety (90) days of the facts relating theretodate of the closing of the applicable Equity Offering or INVIT Offering, as the case may be. (c) Notices At any time on or after July 28, 2025, the Issuer may, on one or more occasions, redeem the Notes, in whole or in part, at the redemption prices (expressed as percentages of redemption will be mailed by first class mail at least 30 days but not more than 60 days before the Redemption Date to each Holder whose Secured Notes are to be redeemed at its registered address. Secured Notes in denominations larger than $1,000 may be redeemed in part but only in integral multiples of $1,000, unless all principal amount of the Secured Notes held by a Holder are to be redeemed. Unless the Issuer defaults in making such redemption payment) set forth below, on plus accrued and after the Redemption Date interest (including Special Interest, if any and Additional Amountsunpaid interest, if any, on the Notes redeemed, to (but not including), ceases the applicable redemption date, if redeemed during the periods indicated below, subject to accrue the rights of Holders on Secured Notes or portions thereof called for redemption.the relevant Record Date to receive interest on the relevant Interest Payment Date: Period RedemptionPrice July 28, 2025 to January 27, 2026 103.975% January 28, 2026 and thereafter 100.0%

Optional Redemptions. (a) Under the terms of the Indenture, the The Secured Notes will be redeemable, at the Issuer's option at any time option, in whole or from time to time in part upon not less than 30 and not more than 60 days' prior notice mailed by first class mail to each Holder's registered address appearing in the Holders of the Secured Notes, Securities Register on any date prior to Maturity at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest (including Special Interest, if any, and Additional Amounts, if any), to the Redemption Date (subject to the right of Holders of record on the relevant Record Date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date), plus the Make-Whole Premium. (b) Under . In no event will the terms of the Indenture, the Secured Notes may Redemption Price ever be redeemed, at the option of the Issuer, at any time as a whole but not in part, on not less than 30 nor more than 60 days' prior notice mailed by first class mail to the Holders of the Secured Notes, at a price equal to 100% of the principal amount thereof of the Secured Notes to be redeemed plus accrued and unpaid interest (including Special Interest, if any, and Additional Amounts, if any), to the Redemption Date, in . The amount of the event the Issuer has become or would become obligated to pay (and the Issuer cannot avoid such obligation by taking reasonable measures available to it), on the next date on which any amount would be payable Make-Whole Premium with respect to any Secured Notes (or portion thereof) to be redeemed will be equal to the excess, if any, of: (i) the sum of the present values, calculated as of the Redemption Date, of: (1) each interest payment that, but for such redemption, would have been payable on the Secured Notes, any Additional Amounts as a result of a change in Notes (or an amendment to the laws (including any regulations promulgated thereunderportion thereof) of a Tax Jurisdiction, or any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced or becomes effective being redeemed on or each Interest Payment Date occurring after the Issue Date; PROVIDED, HOWEVER, that such redemption shall be conditioned upon the Issuer being actually obligated to pay such Additional Amounts on the relevant payment date. Prior to the giving of the notice of redemption described in the preceding paragraph, the Issuer shall deliver to the Trustee an Officers' Certificate (together with a copy of an Opinion of Counsel from counsel that is independent from the Issuer to the effect that the Issuer will be or will become obligated to pay Additional Amounts), stating that the Issuer is entitled to effect such redemption in accordance with the Indenture and setting forth in reasonable detail a statement of the facts relating thereto. (c) Notices of redemption will be mailed by first class mail at least 30 days but not more than 60 days before the Redemption Date (excluding any accrued and unpaid interest for the period prior to each Holder whose Secured Notes are to be redeemed the Redemption Date); and (2) the principal amount that, but for such redemption, would have been payable at its registered address. Secured Notes in denominations larger than $1,000 may be redeemed in part but only in integral multiples of $1,000, unless all the final maturity of the Secured Notes held by a Holder are to be (or portion thereof) being redeemed, over (ii) the principal amount of the Secured Notes (or portion thereof) being redeemed. Unless The present values of interest and principal payments referred to in clause (i) above will be determined in accordance with generally accepted principles of financial analysis. Such present values will be calculated by discounting the Issuer defaults in making amount of each payment of interest or principal from the date that each such redemption paymentpayment would have been payable, on and after but for the redemption, to the Redemption Date interest at a discount rate equal to the Treasury Rate (including Special Interestas defined below) plus 50 basis points. The Make-Whole Premium will be calculated by the Independent Investment Banker. For purposes of this Section 3.07 and Section 3.09, if any and Additional Amounts, if any), ceases to accrue on Secured Notes or portions thereof called for redemption.the following definitions apply:

Optional Redemptions. (a) Under Prior to December 15, 2021, the terms Notes are redeemable at the Company’s election, in accordance with the procedures set forth in Article V of the Indenture, the Secured Notes will be redeemablein whole or in part, at the Issuer's option at any time at a redemption price equal to the greater of: (1) 100% of the principal amount of the Notes to be redeemed; and (2) as determined by an Independent Investment Banker, the sum of the present values of the remaining scheduled payments of principal and interest on the Notes to be redeemed (not including any portion of such payments of interest accrued to the date of redemption) discounted to the Redemption Date on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate, plus 35 basis points plus, in either of the above cases, accrued and unpaid interest on the Notes to be redeemed to the Redemption Date. (b) On or after December 15, 2021, the Company may redeem the Notes at its election, in whole or from time to time in part upon not less than 30 and not more than 60 days' prior notice mailed by first class mail to the Holders of the Secured Notespart, on any date prior to Maturity at a redemption price equal to 100% of the principal amount thereof of the Notes to be redeemed, plus accrued and unpaid interest (including Special Interest, if any, and Additional Amounts, if any), to the Redemption Date plus date of redemption. In the Make-Whole Premium. (b) Under case of any partial redemption, selection of the terms Notes for redemption will be made in accordance with Article V of the Indenture, the Secured Notes may be redeemed, at the option of the Issuer, at any time as a whole but not in part, on not less than 30 nor more than 60 days' prior notice mailed by first class mail to the Holders of the Secured Notes, at a price equal to 100% of the principal amount thereof plus accrued . On and unpaid interest (including Special Interest, if any, and Additional Amounts, if any), to after the Redemption Date, in the event the Issuer has become or would become obligated to pay (and the Issuer cannot avoid such obligation by taking reasonable measures available to it), on the next date on which any amount would be payable with respect to the Secured Notes, any Additional Amounts as a result of a change in or an amendment to the laws (including any regulations promulgated thereunder) of a Tax Jurisdiction, or any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced or becomes effective on or after the Issue Date; PROVIDED, HOWEVER, that such redemption shall be conditioned upon the Issuer being actually obligated to pay such Additional Amounts on the relevant payment date. Prior to the giving of the notice of redemption described in the preceding paragraph, the Issuer shall deliver to the Trustee an Officers' Certificate (together with a copy of an Opinion of Counsel from counsel that is independent from the Issuer to the effect that the Issuer interest will be or will become obligated to pay Additional Amounts), stating that the Issuer is entitled to effect such redemption in accordance with the Indenture and setting forth in reasonable detail a statement of the facts relating thereto. (c) Notices of redemption will be mailed by first class mail at least 30 days but not more than 60 days before the Redemption Date to each Holder whose Secured Notes are to be redeemed at its registered address. Secured Notes in denominations larger than $1,000 may be redeemed in part but only in integral multiples of $1,000, unless all of the Secured Notes held by a Holder are to be redeemed. Unless the Issuer defaults in making such redemption payment, on and after the Redemption Date interest (including Special Interest, if any and Additional Amounts, if any), ceases cease to accrue on Secured Notes or portions thereof called for redemptionredemption as long as the Company has deposited with the Paying Agent funds in satisfaction of the applicable redemption price pursuant to the Indenture. No Note of $2,000 or less in principal amount will be redeemed in part.

Optional Redemptions. (a) Under the terms of the IndentureAt any time prior to July 28, 2025, the Secured Notes will be redeemableIssuer may, at on one or more occasions, redeem the Issuer's option at any time Notes, in whole or from time to time in part upon not less than 30 and not more than 60 days' prior notice mailed by first class mail to the Holders of the Secured Notespart, on any date prior to Maturity at a redemption price equal to 100100.0% of the principal amount thereof of the Notes redeemed, plus the Applicable Premium, as of, and accrued and unpaid interest (including Special Interestinterest, if any, and Additional Amountsto (but not including) the applicable redemption date, if any), subject to the Redemption rights of Holders on the relevant Record Date plus to receive interest due on the Make-Whole relevant Interest Payment Date. The Trustee shall not be responsible for verifying or calculating the Applicable Premium. (b) Under At any time prior to July 28, 2025, the terms Issuer may, on one or more occasions, redeem up to 40.0% of the Indenture, the Secured Notes may be redeemed, at the option aggregate principal amount of the Issuer, at any time as a whole but not in part, on not less than 30 nor more than 60 days' prior notice mailed by first class mail to the Holders of the Secured Notes, Notes at a redemption price equal to 100107.95% of the principal amount thereof of the Notes redeemed, plus accrued and unpaid interest (including Special Interestinterest, if any, and Additional Amountsto (but not including) the applicable redemption date, if any), subject to the Redemption Date, in the event the Issuer has become or would become obligated to pay (and the Issuer cannot avoid such obligation by taking reasonable measures available to it), on the next date on which any amount would be payable with respect to the Secured Notes, any Additional Amounts as a result rights of a change in or an amendment to the laws (including any regulations promulgated thereunder) of a Tax Jurisdiction, or any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced or becomes effective on or after the Issue Date; PROVIDED, HOWEVER, that such redemption shall be conditioned upon the Issuer being actually obligated to pay such Additional Amounts Holders on the relevant payment date. Prior Record Date to receive interest due on the giving relevant Interest Payment Date, with the equivalent of the notice net cash proceeds from one or more (x) Equity Offerings and/or (y) INVIT Offerings; provided that at least 60.0% of redemption described in the preceding paragraph, aggregate principal amount of the Issuer shall deliver to Notes (excluding Notes held by RPPL or any of its Subsidiaries) remains outstanding immediately after the Trustee an Officers' Certificate (together with a copy occurrence of an Opinion of Counsel from counsel that is independent from the Issuer to the effect that the Issuer will be or will become obligated to pay Additional Amounts), stating that the Issuer is entitled to effect such redemption in accordance with and the Indenture and setting forth in reasonable detail a statement applicable redemption occurs within ninety (90) days of the facts relating theretodate of the closing of the applicable Equity Offering or INVIT Offering, as the case may be. (c) Notices At any time on or after July 28, 2025, the Issuer may, on one or more occasions, redeem the Notes, in whole or in part, at the redemption prices (expressed as percentages of redemption will be mailed by first class mail at least 30 days but not more than 60 days before the Redemption Date to each Holder whose Secured Notes are to be redeemed at its registered address. Secured Notes in denominations larger than $1,000 may be redeemed in part but only in integral multiples of $1,000, unless all principal amount of the Secured Notes held by a Holder are to be redeemed. Unless the Issuer defaults in making such redemption payment) set forth below, on plus accrued and after the Redemption Date interest (including Special Interest, if any and Additional Amountsunpaid interest, if any, on the Notes redeemed, to (but not including), ceases the applicable redemption date, if redeemed during the periods indicated below, subject to accrue the rights of Holders on Secured Notes or portions thereof called for redemption.the relevant Record Date to receive interest on the relevant Interest Payment Date: July 28, 2025 to January 27, 2026 103.975% January 28, 2026 and thereafter 100.0%

Optional Redemptions. (a) Under the terms of the Indenture, the Secured Notes will be redeemable, at the Issuer's option at At any time in whole or from time prior to time in part August 19, 2023, upon not less than 30 and not nor more than 60 days' ’ prior notice mailed by first class mail to notice, the Holders of the Secured NotesCompany may, on any one or more occasions, redeem up to 40% of the aggregate principal amount of Notes issued under this Indenture at a redemption price of 103.575% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to (but not including) the applicable redemption date, subject to the rights of Holders on the relevant Record Date to receive interest due on the relevant Interest Payment Date, with the net cash proceeds of one or more Equity Offerings; provided that: (1) at least 60% of the aggregate principal amount of Notes issued on the Original Issue Date (excluding Notes held by the Parent or its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 90 days of the date of the closing of such Equity Offering. (b) At any time prior to Maturity August 19, 2023, upon not less than 30 nor more than 60 days’ prior notice, the Company may, on any one or more occasions, redeem all or any portion of the Notes at a redemption price equal to 100% of the principal amount thereof of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest (including Special Interestinterest, if any, and Additional Amounts, if anyto (but not including), the applicable redemption date, subject to the Redemption rights of Holders on the relevant Record Date plus to receive interest due on the Make-Whole relevant Interest Payment Date. Neither the Trustee nor any of the Agents shall be responsible for verifying or calculating the Applicable Premium. (bc) Under the terms of the Indenture, the Secured Notes may be redeemed, at the option of the Issuer, at At any time as a whole but not in parton or after August 19, on 2023, upon not less than 30 nor more than 60 days' ’ prior notice mailed by first class mail to notice, the Holders Company may, on any one or more occasions, redeem all or any portion of the Secured NotesNotes at the redemption prices (expressed as percentages of principal amount) set forth below, at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest (including Special Interestinterest, if any, and Additional Amountson the Notes redeemed, to (but not including) the applicable redemption date, if any)redeemed during the periods indicated below, subject to the Redemption Date, in the event the Issuer has become or would become obligated to pay (and the Issuer cannot avoid such obligation by taking reasonable measures available to it), on the next date on which any amount would be payable with respect to the Secured Notes, any Additional Amounts as a result rights of a change in or an amendment to the laws (including any regulations promulgated thereunder) of a Tax Jurisdiction, or any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced or becomes effective on or after the Issue Date; PROVIDED, HOWEVER, that such redemption shall be conditioned upon the Issuer being actually obligated to pay such Additional Amounts Holders on the relevant Record Date to receive interest on the relevant Interest Payment Date: From August 19, 2023 to August 18, 2024 101.7875 % From August 19, 2024 to August 18, 2025 100.89375 % On or after August 19, 2025 100.000 % Unless the Company defaults in the payment date. Prior to the giving of the notice of applicable redemption described in the preceding paragraphprice, the Issuer shall deliver to the Trustee an Officers' Certificate (together with a copy of an Opinion of Counsel from counsel that is independent from the Issuer to the effect that the Issuer interest will be or will become obligated to pay Additional Amounts), stating that the Issuer is entitled to effect such redemption in accordance with the Indenture and setting forth in reasonable detail a statement of the facts relating thereto. (c) Notices of redemption will be mailed by first class mail at least 30 days but not more than 60 days before the Redemption Date to each Holder whose Secured Notes are to be redeemed at its registered address. Secured Notes in denominations larger than $1,000 may be redeemed in part but only in integral multiples of $1,000, unless all of the Secured Notes held by a Holder are to be redeemed. Unless the Issuer defaults in making such redemption payment, on and after the Redemption Date interest (including Special Interest, if any and Additional Amounts, if any), ceases cease to accrue on Secured the Notes or portions thereof called for redemptionredemption on the applicable redemption date. Any redemption pursuant to this Section 3.07, and any related notice of redemption may, at the Company’s discretion, be subject to one or more conditions precedent. If such redemption or notice is subject to satisfaction of one or more conditions precedent, such notice may state that, in the Company’s discretion, the redemption date may be delayed until such time as any or all such conditions shall be satisfied, or such redemption may not occur and such notice may be rescinded if any or all such conditions shall not have been satisfied by the redemption date, or by the redemption date so delayed. (d) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.

Optional Redemptions. (a) Under the terms of the IndentureAt any time prior to July 18, 2025, the Secured Notes will be redeemableIssuer may on one or more occasions redeem the Notes, at the Issuer's option at any time in whole or from time to time in part upon not less than 30 and not more than 60 days' prior notice mailed by first class mail to the Holders of the Secured Notespart, on any date prior to Maturity at a redemption price equal to 100100.0% of the principal amount thereof of the Notes redeemed, plus the Applicable Premium, as of, and accrued and unpaid interest (including Special Interestinterest, if any, and Additional Amountsto (but not including) the applicable redemption date, if any), subject to the Redemption rights of Holders on the relevant Record Date plus to receive interest due on the Make-Whole relevant Interest Payment Date. The Trustee shall not be responsible for verifying or calculating the Applicable Premium. (b) Under At any time prior to July 18, 2025, the terms Issuer may on one or more occasions redeem up to 40.0% of the Indenture, the Secured Notes may be redeemed, at the option aggregate principal amount of the Issuer, at any time as a whole but not in part, on not less than 30 nor more than 60 days' prior notice mailed by first class mail to the Holders of the Secured Notes, Notes at a redemption price equal to 100of 104.5% of the principal amount thereof of Notes redeemed, plus accrued and unpaid interest (including Special Interestinterest, if any, and Additional Amountsto (but not including) the applicable redemption date, if any), subject to the Redemption Date, in the event the Issuer has become or would become obligated to pay (and the Issuer cannot avoid such obligation by taking reasonable measures available to it), on the next date on which any amount would be payable with respect to the Secured Notes, any Additional Amounts as a result rights of a change in or an amendment to the laws (including any regulations promulgated thereunder) of a Tax Jurisdiction, or any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, which change or amendment is announced or becomes effective on or after the Issue Date; PROVIDED, HOWEVER, that such redemption shall be conditioned upon the Issuer being actually obligated to pay such Additional Amounts Holders on the relevant payment date. Prior Record Date to receive interest due on the giving relevant Interest Payment Date, with the net cash proceeds from one or more (x) Equity Offerings and/or (y) INVIT Offerings; provided, however, that: (i) at least 60.0% of the notice aggregate principal amount of redemption described in the preceding paragraph, Notes (excluding Notes held by the Issuer shall deliver to or any of its Subsidiaries) remains outstanding immediately after the Trustee an Officers' Certificate occurrence of such redemption; and (together with a copy of an Opinion of Counsel from counsel that is independent from ii) the Issuer to the effect that the Issuer will be or will become obligated to pay Additional Amounts), stating that the Issuer is entitled to effect such applicable redemption in accordance with the Indenture and setting forth in reasonable detail a statement occurs within ninety (90) days of the facts relating theretodate of the closing of the applicable Equity Offering or INVIT Offering, as the case may be. (c) Notices At any time on or after July 18, 2025, the Issuer may on any one or more occasions redeem the Notes, in whole or in part, at the redemption prices (expressed as percentages of redemption will be mailed by first class mail at least 30 days but not more than 60 days before the Redemption Date to each Holder whose Secured Notes are to be redeemed at its registered address. Secured Notes in denominations larger than $1,000 may be redeemed in part but only in integral multiples of $1,000, unless all principal amount of the Secured Notes held by a Holder are to be redeemed. Unless the Issuer defaults in making such redemption payment) set forth below, on plus accrued and after the Redemption Date interest (including Special Interest, if any and Additional Amountsunpaid interest, if any, on the Notes redeemed, to (but not including), ceases the applicable redemption date, if redeemed during the periods indicated below, subject to accrue the rights of Holders on Secured Notes or portions thereof called for redemption.the relevant Record Date to receive interest on the relevant Interest Payment Date: July 18, 2025 to July 17, 2026 101.125% July 18, 2026 and thereafter 100.0%