Common use of Payment of Notes Clause in Contracts

Payment of Notes. The Issuers will pay or cause to be paid the principal of, premium on, if any, and interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) on the due date money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium onpremium, if any, on, and interest and Additional Interestinterest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interestinterest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereofof the Company, holds as of 10:00 11:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interestinterest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementThe Company may at any time, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, purpose of obtaining satisfaction and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or discharge with respect to the natureNotes or for any other purpose, extentpay, or calculation of direct any Paying Agent to pay, to the amount of Additional Interest owedTrustee all sums held in trust by the Company or such Paying Agent, such sums to be held by the Trustee upon the same terms as those upon which such sums were held by the Company or such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. Subject to any applicable escheat, or abandoned or unclaimed property law, any money deposited with the method employed Trustee or any Paying Agent, or then held by the Company, in such calculation trust for the payment of the Additional Interestprincipal of, premium, if any, or interest on any Note and remaining unclaimed for two years after such principal, and premium, if any, or interest has become due and payable shall be paid to the Company on its request, or (if then held by the Company) shall be discharged from such trust; and the Holder of such Note shall thereafter look only to the Company for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as trustee thereof, shall thereupon cease.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium onpremium, if any, on, and interest and Additional Interestinterest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interestinterest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereofof the Company, holds as of 10:00 11:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interestinterest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementThe Company may at any time, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, purpose of obtaining satisfaction and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or discharge with respect to the natureNotes or for any other purpose, extentpay, or calculation of direct any Paying Agent to pay, to the amount of Additional Interest owedTrustee all sums held in trust by the Company or such Paying Agent, such sums to be held by the Trustee upon the same terms as those upon which such sums were held by the Company or such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. Any money deposited with the method employed Trustee or any Paying Agent, or then held by the Company, in such calculation trust for the payment of the Additional Interestprincipal of, premium, if any, or interest on any Note and remaining unclaimed for two years after such principal, and premium, if any, or interest has become due and payable shall be paid to the Company on its request, or (if then held by the Company) shall, unless otherwise required by mandatory provisions of applicable escheat, or abandoned or unclaimed property law, be discharged from such trust; and the Holder of such Note shall thereafter look only to the Company for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, may, at the expense of the Company, cause to be published once, in The New York Times or The Wall Street Journal (national edition), notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining will unless otherwise required by mandatory provisions of applicable escheat, or abandoned or unclaimed property law, be repaid to the Company.

Payment of Notes. The Issuers will No later than 10 a.m. (London time) on the Business Day prior to a payment date, the Issuer shall pay or cause to be paid the principal of, interest and premium onand Additional Amounts, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes and this Indenture. Principal, interest, premium and Additional Amounts, if any, shall be considered paid on the date due if the Paying Agent receives such payment by such time in the manner provided in the Notes. Principal, premium, if any, and interest and Additional InterestAmounts, if any, will and interest shall be considered paid on the date due if the Issuer holds, in an account with the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereof, holds as of 10:00 by 10 a.m. (New York City TimeLondon time) on the Business Day prior to the due date date, money deposited by the Issuers in immediately available funds Issuer. Principal of, interest, premium and designated for and sufficient to pay all principal, premiumAdditional Amounts, if any, on the Notes will be payable at the corporate trust office or agency of the Paying Agent maintained in London, England, for such purposes. All payments on the Global Notes shall be made by transfer of immediately available funds to an account of the Holder of the Global Notes in accordance with instructions given by that Xxxxxx. Principal of, interest, premium and interestAdditional Amounts, if any, then dueon any Definitive Registered Notes will be payable at the corporate trust office or agency of any Paying Agent in any location required to be maintained for such purposes pursuant to Section 2.03. In addition, interest on Definitive Registered Notes may be paid by check mailed to the person entitled thereto as shown on the Security Register for such Definitive Registered Notes. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Issuer shall pay interest (including post-petition post‑petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is equal to one percent (1% higher than %) per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will . The Issuer shall pay interest (including post-post petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers Issuer will pay or cause to be paid the principal of, premium on, if any, and interest and Additional InterestAmounts, if any, on, the Notes on the dates and in the manner provided in the NotesNotes and this Indenture. Principal, premium, if any, and interest and Additional InterestAmounts, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereofof the Issuer, holds as of 10:00 a.m. (New York City Time) London Time on the due date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interestinterest and Additional Amounts, if any, then due. The Issuers will pay all Additional InterestIf the Issuer or any of its Subsidiaries acts as Paying Agent, principal, premium, if any, interest and Additional Amounts, if any, shall be considered paid on the due date if the entity acting as Paying Agent complies with Section 2.14. Principal, premium, if any, interest and Additional Amounts, if any, on the Global Notes will be payable at the specified office or agency of the Principal Paying Agent maintained in London, for such purposes. All payments with respect to Notes represented by one or more Global Notes registered in the same manner name of or held by a nominee of the common depositary for Euroclear or Clearstream, as applicable, will be made by wire transfer of immediately available funds to the account specified by the Holder or Holders thereof. Principal of, interest, premium and Additional Amounts, if any, on any Definitive Registered Notes will be payable at the specified office or agency of any Paying Agent in London maintained for such purposes pursuant to Section 2.03. In addition, interest on Definitive Registered Notes may be paid by bank transfer to the Person entitled thereto as shown on the dates and in register for the amounts set forth in the Registration Rights AgreementDefinitive Registered Note. The Issuers Issuer will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal and interest at a rate that is 1% per annum higher than the then applicable interest rate on the Notes to the extent lawful; they . The Issuer will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional InterestAmounts, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will No later than 10 a.m. (London time) on the Business Day prior to a payment date, the Issuer shall pay or cause to be paid the principal of, interest and premium onand Additional Amounts, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional InterestAmounts, if any, will and interest shall be considered paid on the date due if the Issuer holds, in an account with the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereof, holds as of 10:00 by 10 a.m. (New York City TimeLondon time) on the Business Day prior to the due date date, money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, Additional Amounts, if any, and interest then due. Principal of, interest, premium and Additional Amounts, if any, then dueon Global Notes will be payable at the corporate trust office or agency of the Principal Paying Agent maintained in the City of London for such purposes, at the corporate trust office or agency of the Paying Agent maintained in the Borough of Manhattan, City of New York, for such purposes and, for as long as any Notes are admitted to trading on the Euro MTF and listed on the Official List of the Luxembourg Stock Exchange, at the office of the Paying Agent appointed in Luxembourg. The Issuers All payments on the Global Notes will pay all be made by transfer of immediately available funds to an account of the Holder of the Global Notes in accordance with instructions given by that Holder. Principal of, interest, premium and Additional InterestAmounts, if any, on any Definitive Registered Notes will be payable at the corporate trust office or agency of any Paying Agent in any location required to be maintained for such purposes pursuant to Section 2.03. In addition, interest on Definitive Registered Notes may be paid by check mailed to the same manner person entitled thereto as shown on the dates and in the amounts set forth in the Registration Rights AgreementRegister for such Definitive Registered Notes. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is equal to 1% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will . The Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 a.m. (11:00 a.m., New York City Time) time, on the due date money deposited by the Issuers an Issuer or a Guarantor in immediately available funds and designated for and sufficient to pay all principal, premium, if any, interest and interestAdditional Interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal and premium, if any, at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; and they will shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to The Company shall notify the Trustee of their obligation to pay the amounts and payment dates of any Additional Interest that may become payable under any Registration Rights Agreement no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder of Notes to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will No later than 10:00 a.m. (New York time) on the Business Day prior to a payment date, the Issuer shall pay or cause to be paid the principal of, interest, premium onand Additional Amounts, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premiuminterest, premium and Additional Amounts, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Issuer holds, in an account with the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereof, holds as of by 10:00 a.m. (New York City Timetime) on the Business Day prior to the due date date, money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premiuminterest, if any, premium and interestAdditional Amounts, if any, then due. The Issuers will pay all Principal of, interest, premium and Additional InterestAmounts, if any, on Global Notes will be payable at the corporate trust office or agency of the Principal Paying Agent maintained in the same manner City of London for such purposes, at the corporate trust office or agency of the Paying Agent maintained in the Borough of Manhattan, City of New York, for such purposes and, for as long as any Notes are admitted to trading on the dates Euro MTF and listed on the Official List of the Luxembourg Stock Exchange, at the office of the Paying Agent appointed in Luxembourg. All payments on the amounts set forth Global Notes will be made by transfer of immediately available funds to an account of the Holder of the Global Notes in accordance with instructions given by that Holder. Principal of, interest, premium and Additional Amounts, if any, on any Definitive Registered Notes will be payable at the Registration Rights Agreementcorporate trust office or agency of any Paying Agent in any location required to be maintained for such purposes pursuant to Section 2.03. In addition, interest on Definitive Registered Notes may be paid by check mailed to the person entitled thereto as shown on the Register for such Definitive Registered Notes. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is equal to 1% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will . The Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional InterestAmounts, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional InterestAmounts, if any, will be considered paid on the date due if the Paying AgentAgent holds (i) in the case of the Dollar Notes, if other than the Issuers or a Subsidiary thereof, holds as of 10:00 a.m. (AM New York City Time) time on the due date, or (ii) in the case of the Sterling Notes, as of 10:00 A.M. New York time on the Business Day prior to the due date (or such other time as the Issuer and the Paying Agent may mutually agree from time to time), money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premiumpremium and Additional Amounts, if any, and interest, if any, interest then duedue and is not prohibited from paying such money to the Holders on that date pursuant to the terms of this Indenture. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they Notes. The Issuer will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), periods) at the same rate rate. If a Paying Agent pays out funds on or after the due date therefor, or pays out funds (although it is not obligated) on the assumption that the corresponding payment by the Issuer has been or will be made and such payment has in fact not been so made by the Issuer, then the Issuer shall on demand reimburse the Paying Agent for the relevant amount, and pay interest to the extent lawful. In Paying Agent on such amount from the event that the Issuers are required to pay Additional Interest to Holders pursuant date on which it is paid out to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) date of reimbursement at a rate per annum equal to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior cost to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth Paying Agent of funding the amount of Additional Interest to be paid out, as certified by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional InterestPaying Agent and expressed as a rate per annum.

Payment of Notes. The Issuers will shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 a.m. (11:00 a.m., New York City Time) time, on the due date money deposited by the Issuers an Issuer or a Guarantor in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, interest then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; and they will shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementThe Company may at any time, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, purpose of obtaining satisfaction and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or discharge with respect to the natureNotes or for any other purpose, extentpay, or calculation of direct any Paying Agent to pay, to the amount of Additional Interest owedTrustee all sums held in trust by the Company or such Paying Agent, such sums to be held by the Trustee upon the same terms as those upon which such sums were held by the Company or such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. Subject to any applicable escheat laws, any money deposited with the method employed Trustee or any Paying Agent, or then held by the Company, in such calculation trust for the payment of the Additional Interestprincipal of, premium, if any, or interest on any Note and remaining unclaimed for two years after such principal, and premium, if any, or interest has become due and payable shall be paid to the Company on its request, or (if then held by the Company) shall be discharged from such trust; and the Holder of such Note shall thereafter look only to the Company for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as trustee thereof, shall thereupon cease.

Payment of Notes. The Issuers Company covenants and agrees that it will pay or cause to be paid the principal ofof (including the Fundamental Change Repurchase Price or any redemption price), premium and accrued and unpaid interest on, if any, and interest and Additional Interest, if any, on, each of the Notes on at the dates places, at the respective times and in the manner provided herein and in the Notes, provided, however, that in the case of Global Notes, such payments of principal, interest and other amounts payable by the Company (if any) shall be paid to the Paying Agent for onward payment to Euroclear and Clearstream. Principal, premium, if any, and interest and Additional Interest, if any, any other amounts payable by the Company will be considered duly paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary thereof, Agent holds as of 10:00 a.m. (New York City Time) on am London time one Business Day prior to the due date date, money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, interest and interestother amounts payable by the Company, if any, then due. The Issuers will pay all Additional Interest, if any, in Each Note shall bear interest from the same manner date specified on the dates and in face of the amounts set forth in form of Note attached as Exhibit A hereto. Interest on the Registration Rights AgreementNotes shall be computed on the basis of a 360-day year comprised of twelve 30-day months. The Issuers Person in whose name any Note (or its Predecessor Note) is registered on the Note Register at the close of business on any Interest Record Date with respect to any Interest Payment Date shall be entitled to receive the interest payable on such Interest Payment Date. Interest (except defaulted interest) shall be payable at the office or agency of the Company maintained by the Company for such purposes, which shall initially be the office of the Paying Agent. The Notes will be payable as to principal and interest through the Paying Agent. The Company will pay interest (including post-petition interest interest, if any, in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) and on overdue installments of interest accrued and Additional Interestunpaid interest, if any (without regard to any applicable grace period), at the same rate to the extent lawfulthat payment of such interest is enforceable under applicable law) from time to time on demand (subject to Section 2.14 hereof) at the rate provided in the Notes. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid All payments made by the Issuers on such payment date. The Trustee shall not at any time be Company under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extentNotes will be made free and clear of and without withholding or deduction for, or calculation on account of, any present or future taxes unless the withholding or deduction of such taxes is then required by law. The Company will make all withholdings and deductions required by law and will remit the full amount deducted or withheld to the relevant tax authority in accordance with applicable law. The Company will use its reasonable efforts to obtain tax receipts from each tax authority evidencing the payment of any taxes so deducted or withheld. The Company will furnish to the Trustee, within a reasonable time after the date the payment of any taxes so deducted or withheld is made, certified copies of tax receipts evidencing payment by the Company, as the case may be, or if, notwithstanding such entity’s efforts to obtain receipts, receipts are not obtained, other evidence of payments (reasonably satisfactory to the Trustee) by such entity. Upon request, copies of tax receipts or other evidence of payments, as the case may be, will be made available by the Trustee to the holders or beneficial owners of the amount Notes. For the avoidance of Additional Interest oweddoubt, the Company will not be required to pay any additional or with further amounts in respect to the method employed in of such calculation of the Additional Interestwithholding or deduction.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal of, premium onand premium, if any, and interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in the NotesNotes and in this Indenture. Principal, premium, if any, premium and interest and Additional Interest, if any, will shall be considered paid on the date due if on such date the Trustee or the Paying AgentAgent holds money sufficient to pay the principal, premium and interest due on such date. Interest (including, without limitation, Additional Interest, if other than the Issuers or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Timeany) on the due date money deposited by Notes shall be computed on the Issuers in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then duebasis of a 360-day year comprised of twelve 30-day months. The Issuers will Trustee shall have no responsibility to monitor whether Additional Interest is due and payable or to calculate the amount of any Additional Interest which may become due and payable. Unless otherwise provided in the applicable Registration Rights Agreement, the Company shall pay all Additional Interest, if any, in the same manner manner, at the same times and to the same Persons as interest otherwise payable on the dates Notes entitled to receive such Additional Interest. Additional Interest, if any, shall be payable under the circumstances and at the rate specified in the amounts set forth in the applicable Registration Rights Agreement, which Registration Rights Agreement may provide for the payment of Additional Interest on some, but not all, of the Notes. The Issuers Company shall pay the principal of and premium, if any, on, and may pay interest on, any Certificated Notes at the office or agency maintained by the Company for such purpose in the United States of America as required by Section 4.02, upon surrender of such Certificated Notes by the Holders thereof at such office or agency. Interest on any Certificated Notes may also be paid, at the Company’s option, by check mailed to the addresses of the Holders entitled thereto appearing in the registry books of the Registrar or by wire transfer to accounts in the United States of America specified by such Holders. The Company will pay principal of, and premium, if any, and interest on, Global Notes registered in the name of the Depositary or its nominee in immediately available funds to the Depositary or its nominee, as the case may be, as the Holder of such Global Note. The Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes of, and, to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) permitted by applicable law, on overdue premium, if any, and overdue installments of interest and Additional Intereston, if any (without regard to any applicable grace period), the Notes at the same a per annum rate equal to the extent lawful. In interest per annum otherwise borne by the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementNotes, to, but excluding, the Issuers will provide written notice (“Additional Interest Notice”) to date on which such overdue principal, premium or interest, as the Trustee case may be, is considered paid or provided for as provided in the first paragraph of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be this Section 4.01 or is otherwise paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestprovided for.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium onpremium, if any, on, and interest and Additional Interestinterest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interestinterest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereofof the Company, holds as of 10:00 11:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interestinterest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementThe Company may at any time, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, purpose of obtaining satisfaction and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or discharge with respect to the natureNotes or for any other purpose, extentpay, or calculation of direct any Paying Agent to pay, to the amount of Additional Interest owedTrustee all sums held in trust by the Company or such Paying Agent, such sums to be held by the Trustee upon the same terms as those upon which such sums were held by the Company or such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. Subject to any applicable abandoned property law, any money deposited with the method employed Trustee or any Paying Agent, or then held by the Company, in such calculation trust for the payment of the Additional Interestprincipal of, premium, if any, or interest on any Note and remaining unclaimed for two years after such principal, and premium, if any, or interest has become due and payable shall be paid to the Company on its request, or (if then held by the Company) shall be discharged from such trust; and the Holder of such Note shall thereafter look only to the Company for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as trustee thereof, shall thereupon cease.

Payment of Notes. The Issuers Issuer will pay or cause to be paid the principal of, premium on, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereofof the Issuer, holds as of 10:00 a.m. (a.m., New York City Time) time, on the due date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. All references in this Indenture or the Notes to “interest” shall be deemed to include Additional Interest, if any, unless the context requires otherwise. The Issuers Issuer will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the applicable Registration Rights Agreement. The Issuers Issuer will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they the Issuer will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementThe Issuer may at any time, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, purpose of obtaining satisfaction and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or discharge with respect to the natureNotes or for any other purpose, extentpay, or calculation of direct any Paying Agent to pay, to the amount of Additional Interest owedTrustee all sums held in trust by the Issuer or such Paying Agent, such sums to be held by the Trustee upon the same terms as those upon which such sums were held by the Issuer or such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. Any money deposited with the method employed Trustee or any Paying Agent, or then held by the Issuer, in such calculation trust for the payment of the Additional Interestprincipal of, premium, if any, or interest on any Note and remaining unclaimed for two years after such principal, and premium, if any, or interest has become due and payable shall be paid to the Issuer on its request, or (if then held by the Issuer) shall be discharged from such trust; and the Holder of such Note shall thereafter look only to the Issuer for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Issuer as trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, shall, at the expense of the Issuer, cause to be published once, in The New York Times or The Wall Street Journal (national edition), notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining will be repaid to the Issuer.

Payment of Notes. The Issuers will pay or cause Issuer shall have caused the Trustee to establish an account (the “Trustee Account”) to be paid maintained by the principal ofTrustee for the benefit of the Holders with respect to payments of interest on the 2017 B Notes, premium on, if anyover which the Trustee shall have sole control and dominion. Interest on the 2017 B Notes will accrue, and interest and Additional Interestbe payable by or on behalf of the Issuer to the Trustee, if any, on, daily; provided that the Notes failure by the Issuer to make or have made any such daily payment to the Trustee on any day will not constitute a Default so long as (a) (x) no payment or other transfer by the dates and Company or any of its Restricted Subsidiaries shall have been made on such day under the Cash Management Arrangements or (y) the amount of funds on deposit in the manner provided Trustee Account on such day is equal to the amount of interest which has accrued up to and including such day and (b) on each Interest Payment Date the aggregate amount of funds deposited in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) on the due date money deposited by the Issuers in immediately available funds and designated for and Trustee Account is sufficient to pay all principalthe aggregate amount of interest on the 2017 B Notes that is payable by the Trustee to Holders of 2017 B Notes on such Interest Payment Date; provided further, premiumhowever, if any, and interest, if any, then duethat payments of interest shall only be deemed to be overdue to the extent that the aggregate amount of funds deposited in the Trustee Account is not sufficient to pay the aggregate amount of interest on the 2017 B Notes that is payable by the Trustee to Holders on the applicable Interest Payment Date. The Issuers Issuer or any Guarantor will not be the legal owners of the funds on deposit in the Trustee Account. Such amounts may be in cash in U.S. dollars, in Government Securities or in a combination thereof. Any interest earned on Government Securities held in the Trustee Account will be applied to pay fees and expenses of the Trustee and, to the extent of any excess, returned to the Company. Upon the making by or on behalf of the Issuer of any payment into the Trustee Account, the Issuer’s obligation to pay accrued interest shall be discharged to the extent of the amount so paid. If the Trustee fails to make an interest payment on the 2017 B Notes but the Issuer has deposited the funds with the Trustee, it will not be a Default. Unless otherwise expressly instructed in writing by the Issuer, the amounts in the Trustee Account shall be held in cash in U.S. dollars. The Issuer shall pay all Additional Special Interest, if any, in the same manner on the dates and in the amounts set forth in the 2017 B Registration Rights Agreement. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1equal to 1.0% higher than per annum in excess of the then applicable interest rate on the 2017 B Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any Special Interest (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to The Trustee shall pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest or cause to be paid the aggregate amount of interest payable on the 2017 B Notes on the dates and in the manner provided in the 2017 B Notes. Principal, premium, if any, Special Interest, if any, and interest shall be considered paid on the date due if the Trustee holds as of noon Eastern Time on the Interest Payment Date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest then due. If an Interest Payment Date is not a Business Day, payment may be made on the next succeeding day that is a Business Day, and no additional interest or other amounts shall be payable in respect of the interest period for which such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation is made as a result of the amount such extension of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interesttime.

Payment of Notes. The Issuers will Company shall pay or cause to be paid interest on the principal of, premium on, if any, Notes as provided in the Notes and interest and Additional Interest, if any, on, this Indenture. The Company shall promptly make all payments in respect of the Notes on the dates and in the manner provided in the NotesNotes or pursuant to this Indenture. PrincipalPrincipal Amount, premiumPurchase Price and Fundamental Change Purchase Price and accrued and unpaid interest, if anySpecial Interest, and interest Additional Amounts and Additional Interest, if any, will shall be considered paid on the applicable date due if the Paying Agentby 11:00 a.m., if other than the Issuers or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) time, on such date the due date money deposited by the Issuers Paying Agent holds, in immediately available funds and designated for and accordance with this Indenture, cash or securities, if permitted hereunder, sufficient to pay all principal, premium, if any, and interest, if any, such amounts then due. The Issuers will Company shall, to the fullest extent permitted by law, pay all interest on overdue principal and overdue installments of interest, Special Interest, Additional Amounts and Additional Interest, if any, at the rate borne by the Notes per annum plus 1%. All references in this Indenture or the same manner on the dates Notes to interest shall, without duplication, be deemed to include Special Interest, Additional Amounts and in the amounts set forth in Additional Interest, if any, payable pursuant to the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in If at any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay time Additional Interest to Holders becomes payable by the Company pursuant to the Registration Rights Agreement, the Issuers will provide written notice Company shall promptly deliver to the Trustee a certificate to that effect and stating (“i) the amount of such Additional Interest Notice”that is payable and (ii) the date on which such Additional Interest is payable pursuant to the terms of the Registration Rights Agreement. Unless and until a Responsible Officer of the Trustee receives such a certificate, the Trustee may assume without inquiry that no Additional Interest is payable. If the Company has paid Additional Interest directly to the Persons entitled to it, the Company shall deliver to the Trustee a certificate setting forth the particulars of such payment. Each payment of the principal of and interest, Special Interest, Additional Amounts and Additional Interest, if any, on the Notes due in cash shall be in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. Subject to Section 4.1 and Section 5.1, the Company shall pay interest, Additional Amounts and Additional Interest, if any, on the Notes to the Person in whose name the Notes are registered at the close of business on the Regular Record Date next preceding the corresponding Interest Payment Date. Any such interest, Additional Amounts and Additional Interest, if any, not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and may be paid (a) to the Trustee Person in whose name the Notes are registered at the close of their obligation business on a Special Record Date for the payment of such defaulted interest, Additional Amounts and Additional Interest, if any, to pay Additional Interest no later be fixed by the Trustee, notice whereof shall be given to the Holders not less than fifteen (15) 10 calendar days prior to such Special Record Date or (b) at any time in any other lawful manner not inconsistent with the proposed requirements of any securities exchange on which the Notes may be listed, and upon such notice as may be required by such exchange. In addition to any other payment required by the Notes and this Indenture, the Company shall make a one-time payment (a “Special Interest Payment”), as special interest (“Special Interest”), in an amount equal to 4% of the principal amount of the Notes outstanding as of the Special Interest Record Date. The Special Interest Payment shall be paid to the Person in whose name the Notes are registered at the close of business on a special interest payment record date (“Special Interest Payment Record Date”) for the payment of such Special Interest, which shall be four business days after the Acquisition Date. The Special Interest Payment shall be payable five business days after the completion of the Company’s acquisition of InfrastruX Group, Inc. (the “Acquisition Date”). On or prior to the Acquisition Date, the Company shall deliver to the Trustee a certificate stating the amount of Special Interest that is payable pursuant to this Section 6.1 and the date on which Special Interest is payable. The Holder must surrender the Notes to the Paying Agent to collect payment of principal. Payment of cash interest, Additional Amounts and Additional Interest, and if any, on Certificated Securities in the Additional Interest Notice shall set forth the aggregate principal amount of $5,000,000 or less shall be made by check mailed to the address of the Person entitled thereto as such address appears in the Register, and payment of cash interest, Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Amounts and Additional Interest, if any, on Certificated Securities in aggregate principal amount in excess of $5,000,000 shall be made by wire transfer in immediately available funds at the election of such Holder. Notwithstanding the foregoing, so long as the Notes are registered in the name of a Depositary or its nominee, all payments with respect to the nature, extent, or calculation Notes shall be made by wire transfer of immediately available funds to the account of the amount of Depositary or its nominee. At the Stated Maturity, interest, Additional Interest owedAmounts and Additional Interest, if any, on Certificated Securities will be payable at the office or with respect to the method employed in such calculation agency of the Additional InterestCompany described in Section 6.5.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Special Interest, if any, on, the Notes on the dates and in the manner provided in this Indenture and the Notes. Principal, premium, if any, and interest and Additional Special Interest, if any, any will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereofthereof or Parent, holds as of 10:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, interest then due. The Issuers Company will pay all Additional Special Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any Special Interest (without regard to any applicable grace period), ) at the same interest rate on the Notes to the extent lawful. In The Company will be responsible for making calculations called for under the event that Notes, including but not limited to determination of redemption price, premium, if any, and any additional amounts or other amounts payable on the Issuers are required to pay Additional Interest to Holders pursuant to Notes. The Company will make the Registration Rights Agreement, the Issuers calculations in good faith. The Company will provide written notice (“Additional Interest Notice”) a schedule of its calculations to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to when requested by the proposed payment date for the Additional InterestTrustee, and the Additional Trustee is entitled to rely conclusively on the accuracy of the Company’s calculations without independent verification. If Special Interest Notice is payable on the Notes, the Company shall set provide an Officer’s Certificate to the Trustee on or before the record date for each interest payment date such Special Interest is payable setting forth the amount of Additional such Special Interest to be paid by the Issuers on such payment datein reasonable detail. The Trustee shall not at any time be under any duty may provide a copy of such Officer’s Certificate or responsibility other notice received from the Company relating to Special Interest to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestupon request.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal of, premium onand premium, if any, and accrued and unpaid interest on and Additional InterestLiquidated Damages, if any, on, with respect to the Notes on the dates and in the manner provided in the Notes. PrincipalHolders of Notes must surrender their Notes to the Paying Agent to collect principal payments. Principal of, premium, if any, and interest accrued and Additional Interestunpaid interest, and Liquidated Damages, if any, will shall be considered paid on the date due if the Paying Agent, if Agent (other than the Issuers Company or a Subsidiary thereofany of its Subsidiaries), holds the Global Note Holder or each Holder that has specified an account, holds, as of 10:00 a.m. (12:00 noon New York City Time) on time, money the due date money Company deposited by the Issuers in immediately available funds and designated for and sufficient to pay in cash all principal, premium, if any, and interestaccrued and unpaid interest on, and Liquidated Damages, if any, then due; provided that, to the extent that the Holders have not specified accounts, such amounts shall be considered paid on the date due if the Company mails a check for such amounts on such date. The Issuers will Paying Agent shall return to the Company, no later than five days following the date of payment, any money (including accrued interest) that exceeds the amount of principal, premium, if any, accrued and unpaid interest, and Liquidated Damages, if any, paid on the Notes. The Company shall pay all Additional InterestLiquidated Damages, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will If any Liquidated Damages become payable, the Company shall not later than 3 Business Days prior to the date that any payment of Liquidated Damages is due (i) deliver an Officers' Certificate to the Trustee setting forth the amount of Liquidated Damages payable to Holders and (ii) instruct the Paying Agent to pay such amount of Liquidated Damages to Holders entitled to receive such Liquidated Damages. To the extent lawful, the Company shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Lawinterest) on (i) overdue principal and premium at a the rate that is equal to 1% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will pay interest Notes, compounded semiannually and (including post-petition interest in any proceeding under any Bankruptcy Lawii) on overdue installments of interest and Additional Interest, if any Liquidated Damages (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall as set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interestin clause (i), or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestcompounded semiannually.

Payment of Notes. The Issuers will shall pay or cause to be paid the principal of, premium onpremium, if any, Additional Interest, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the NotesNotes and this Indenture. Principal, premium, if any, and interest and Additional Interest, if any, will and interest shall be considered paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary thereofSubsidiary, holds as of 10:00 11:00 a.m. (New York City Timetime) on the due date money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, interest then due. The Issuers will shall pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. In the event the Issuers are required to pay Additional Interest, the Issuers will provide written notice to the Registrar and the Trustee of the Issuers’ obligation to pay Additional Interest no later than 15 days prior to the next Interest Payment Date, which notice shall set forth the amount of the Additional Interest to be paid by the Issuers. None of the Trustee or any Agent shall at any time be under any duty or responsibility to any Holders to determine whether the Additional Interest is payable and the amount thereof. The Issuers will shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any Interest (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers Issuer will pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereof, holds as of 10:00 11:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, interest then due. The Issuers will Issuer shall pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the a Registration Rights Agreement. Whenever in this Indenture there is mentioned, in any context, principal, interest or any other amount payable under or with respect to any Notes, such mention shall be deemed to include mention of the payment of Additional Interest, to the extent that, in such context, Additional Interest is, was or would be payable in respect thereof pursuant to paragraph 1 of the Notes, provided, however, that the Trustee shall not be deemed to have knowledge of the requirement that Additional Interest is due unless the Trustee receives written notice from the Issuer stating that such amounts are due and specifying the dollar amounts thereof. The Issuers Issuer will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is equal to 1% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interestinterest and Additional Interest, if any, on the Notes then due. The Issuers will Company shall pay all Additional Interest, if any, in the same manner manner, on the dates and in the amounts set forth in the Registration Rights Agreement, the Notes and this Indenture. The Issuers will Company shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal and premium, if any, from time to time on demand at a rate that is 1% higher than per annum in excess of the rate then applicable interest rate on the Notes to the extent lawfulin effect; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any any, (without regard to any applicable grace period), periods) from time to time on demand at the same rate to the extent lawful. In Interest shall be computed on the event that basis of a 360-day year of twelve 30-day months. The Company shall make all payments of principal, premium, if any, and interest and Additional Interest, if any, by wire transfer of immediately available funds to any Holder who shall have given written directions to the Issuers are required Company or the Paying Agent to pay Additional Interest to Holders make such payments by wire transfer pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) wire transfer instructions supplied to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days Company or the Paying Agent by such Holder on or prior to the proposed applicable record date. Notes may be presented for payment date for at the office or agency of the Paying Agent and Registrar within the City and State of New York. Payments in respect of Notes represented by a Global Note (including principal, premium, if any, and interest and Additional Interest, and the Additional Interest Notice if any) shall set forth the amount be made by wire transfer of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect immediately available funds to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestaccounts specified by DTC.

Payment of Notes. The Issuers will No later than 10 a.m. (London time) on the Business Day prior to a payment date, the Issuer shall pay or cause to be paid the principal of, interest and premium onand Additional Amounts, if any, and interest on the Notes in the manner provided in the Notes. Principal, interest, premium and Additional InterestAmounts, if any, on, the Notes shall be considered paid on the dates and date due if the Principal Paying Agent, receives such payment by such time in the manner provided in the Notes. Principal, premium, if any, and interest and Additional InterestAmounts, if any, will and interest shall be considered paid on the date due if the Issuer holds, in an account with the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereof, holds as of 10:00 by 10 a.m. (New York City TimeLondon time) on the Business Day prior to the due date date, money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, Additional Amounts, if any, and interest then due. Principal of, interest, premium and Additional Amounts, if any, then dueon Global Notes will be payable at the corporate trust office or agency of the Principal Paying Agent maintained in the City of London for such purposes, at the corporate trust office or agency of the Paying Agent maintained in the Borough of Manhattan, City of New York, for such purposes and, for as long as any Notes are admitted to trading on the Euro MTF and listed on the Official List of the Luxembourg Stock Exchange, at the office of the Paying Agent appointed in Luxembourg. The Issuers All payments on the Global Notes will pay all be made by transfer of immediately available funds to an account of the Holder of the Global Notes in accordance with instructions given by that Holder. Principal of, interest, premium and Additional InterestAmounts, if any, on any Definitive Registered Notes will be payable at the corporate trust office or agency of any Paying Agent in any location required to be maintained for such purposes pursuant to Section 2.03. In addition, interest on Definitive Registered Notes may be paid by check mailed to the same manner person entitled thereto as shown on the dates and in the amounts set forth in the Registration Rights AgreementRegister for such Definitive Registered Notes. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is equal to 1% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will . The Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal of, premium onor premium, if any, and or interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in the NotesNotes and in this Indenture. PrincipalAn installment of principal of, or premium, if any, and or interest and Additional Intereston, if any, will the Notes shall be considered paid on the date it is due if the Trustee or Paying Agent, if Agent (other than the Issuers Company or a Subsidiary thereof, an Affiliate of the Company) holds as of 10:00 a.m. (New York City Time) on the due that date money deposited by the Issuers in immediately available funds and U.S. Legal Tender designated for and sufficient to pay all principalthe installment in full and is not prohibited from paying such money to the Holders pursuant to the terms of this Indenture. Notwithstanding anything to the contrary contained in this Indenture, premiumthe Company may, to the extent it is required to do so by law, deduct or withhold income or other similar taxes imposed by the United States of America from principal or interest payments hereunder. On each Interest Payment Date beginning March 1, 2008, in addition to accrued interest due on that date, the Company shall make a payment (the "HYDO Payment") on each Note in cash in immediately available funds, which payment will reduce the outstanding principal amount at maturity of the Note in an amount equal to the excess, if any, of (1) the total amount of interest and interestoriginal issue discount (as determined under the Internal Revenue Code of 1986, if any, then due. The Issuers will pay all Additional Interest, if any, in as amended (the same manner "Code")) accrued on the dates and in Note through such Interest Payment Date, over (2) the sum of (x) all amounts set forth in the Registration Rights Agreement. The Issuers will pay of interest (including post-petition interest accrued original issue discount) paid in cash with respect to such Note (or any proceeding predecessor Note) through and including such Interest Payment Date; (y) all HYDO Payments previously made by the Company; and (z) the annual "yield to maturity" applicable for purposes of the accrual of original issue discount under any Bankruptcy Law) on overdue the Code multiplied by the original principal amount at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any maturity (without regard to any applicable grace period), principal at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”maturity increases) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the Note. Any reduction as described in this paragraph will reduce the principal amount of Additional Interest owed, or with respect to the method employed in such calculation at maturity of the Additional InterestNote for all purposes under this Indenture.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereofSubsidiary, holds as of 10:00 11:00 a.m. (New York City Timetime) on the due date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, interest then due. The Issuers will pay all Additional InterestIn any case where an Interest Payment Date, if anyRedemption Date or any other stated maturity of any payment required to be made on the Notes shall not be a Business Day, in then each such payment need not be made on such date, but shall be made on the next succeeding Business Day with the same manner force and effect as if made on the dates such Interest Payment Date, Redemption Date or stated maturity of such payment and no additional interest shall be payable as a result of such delay in the amounts set forth in the Registration Rights Agreementpayment. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In All references to “interest” on the event that the Issuers are required Notes in this Indenture will be deemed to pay Additional include all Special Interest to Holders payable pursuant to the Registration Rights Agreement, if any. Notwithstanding anything to the Issuers contrary contained herein, in the event the Issuer is required to pay Special Interest, the Issuer will provide written notice (“Additional Interest Notice”) to the Trustee of their the Issuer’s obligation to pay Additional Special Interest no later than fifteen (15) 15 days prior to the proposed payment date for next Interest Payment Date (or such shorter period as may be agreed by the Additional InterestTrustee), and the Additional Interest Notice which notice shall set forth the amount of Additional the Special Interest to be paid by the Issuers on Issuer (but the failure to provide such payment datenotice shall not affect the Issuer’s obligation to pay such Special Interest when due). The Trustee shall not at any time be under any duty or responsibility to any Holder Holders to determine the Additional Interest, whether any Special Interest is payable or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestthereof.

Payment of Notes. The Issuers will pay or cause Issuer shall have caused the Trustee to establish an account (the “Trustee Account”) to be paid maintained by the principal ofTrustee for the benefit of the Holders with respect to payments of interest on the 2017 A Notes, premium on, if anyover which the Trustee shall have sole control and dominion. Interest on the 2017 A Notes will accrue, and interest and Additional Interestbe payable by or on behalf of the Issuer to the Trustee, if any, on, daily; provided that the Notes failure by the Issuer to make or have made any such daily payment to the Trustee on any day will not constitute a Default so long as (a) (x) no payment or other transfer by the dates and Company or any of its Restricted Subsidiaries shall have been made on such day under the Cash Management Arrangements or (y) the amount of funds on deposit in the manner provided Trustee Account on such day is equal to the amount of interest which has accrued up to and including such day and (b) on each Interest Payment Date the aggregate amount of funds deposited in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) on the due date money deposited by the Issuers in immediately available funds and designated for and Trustee Account is sufficient to pay all principalthe aggregate amount of interest on the 2017 A Notes that is payable by the Trustee to Holders of 2017 A Notes on such Interest Payment Date; provided further, premiumhowever, if any, and interest, if any, then duethat payments of interest shall only be deemed to be overdue to the extent that the aggregate amount of funds deposited in the Trustee Account is not sufficient to pay the aggregate amount of interest on the 2017 A Notes that is payable by the Trustee to Holders on the applicable Interest Payment Date. The Issuers Issuer or any Guarantor will not be the legal owners of the funds on deposit in the Trustee Account. Such amounts may be in cash in U.S. dollars, in Government Securities or in a combination thereof. Any interest earned on Government Securities held in the Trustee Account will be applied to pay fees and expenses of the Trustee and, to the extent of any excess, returned to the Company. Upon the making by or on behalf of the Issuer of any payment into the Trustee Account, the Issuer’s obligation to pay accrued interest shall be discharged to the extent of the amount so paid. If the Trustee fails to make an interest payment on the 2017 A Notes but the Issuer has deposited the funds with the Trustee, it will not be a Default. Unless otherwise expressly requested in writing by the Issuer, the amounts in the Trustee Account shall be held in cash in U.S. dollars. The Issuer shall pay all Additional Special Interest, if any, in the same manner on the dates and in the amounts set forth in the 2017 A Registration Rights Agreement. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1equal to 1.0% higher than per annum in excess of the then applicable interest rate on the 2017 A Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any Special Interest (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to The Trustee shall pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest or cause to be paid the aggregate amount of interest payable on the 2017 A Notes on the dates and in the manner provided in the 2017 A Notes. Principal, premium, if any, Special Interest, if any, and interest shall be considered paid on the date due if the Trustee holds as of noon Eastern Time on the Interest Payment Date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest then due. If an Interest Payment Date is not a Business Day, payment may be made on the next succeeding day that is a Business Day, and no additional interest or other amounts shall be payable in respect of the interest period for which such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation is made as a result of the amount such extension of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interesttime.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium on(including the Applicable Premium), if any, and interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in this Indenture and the Notes. Principal, premium, if anypremium (including the Applicable Premium), and interest and Additional Interest, if any, any amount payable in cash will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds holds, as of 10:00 a.m. (New York City Time) Eastern Time on the due date date, money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premiumpremium (including the Applicable Premium), if any, and interest, if any, interest then due. The Issuers will pay all Additional Interest, if any, in the same manner An installment of PIK Interest shall be considered paid on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) due date if, on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes or prior to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreementsuch date, the Issuers will provide written notice (“Additional Interest Notice”) Company has issued an Authentication Order to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to increase the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the principal amount of Additional Interest Notes then outstanding or to be paid by authenticate and deliver PIK Notes in the Issuers on such payment daterequired amount. The Trustee shall not at endorse any time be under such principal increase on any duty or responsibility Global Note and shall instruct the Registrar to reflect the increase in the principal amount of all Notes then outstanding in the register of Notes. No later than five (5) Business Days prior to any Holder Interest Payment Date on which the Company is to determine the Additional pay PIK Interest, or the Company shall deliver to the Trustee and the Paying Agent (if other than the Trustee) (i) to the extent the Company is prohibited from increasing the balance on any Note by the rules of the Depository (with respect to Global Notes) or law, the nature, extent, or calculation of the required amount of Additional new PIK Notes and an Authentication Order to authenticate and deliver such PIK Notes or (ii) an Authentication Order to increase the outstanding principal amount of all outstanding Notes by the required amount (subject to the paragraph immediately below), such increase to be reflected by the Registrar in the register of Notes. Notwithstanding anything in this Indenture or Section 4.01 to the contrary, PIK Interest owed, or that is payable on any Interest Payment Date with respect to any Note (whether represented by a Global Note or a Certificated Note) shall be equal to the method employed product of (x) the Unit PIK Interest Amount multiplied by (y) the number of units of Stapled Securities contained in the Global Stapled Security or certificated Stapled Security to which such calculation of the Additional InterestNote is attached.

Payment of Notes. The Issuers Issuer will pay or cause to be paid the principal of, premium on, if any, and interest and Additional InterestAmounts, if any, on, the Notes on the dates and in the manner provided in the NotesNotes and this Indenture. Principal, premium, if any, and interest and Additional InterestAmounts, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereofof the Issuer, holds as of 10:00 a.m. (New York City TimeLondon time) on one Business Day prior to the due date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interestinterest and Additional Amounts, if any, then due. The Issuers will pay all Additional InterestIf the Issuer or any of its Subsidiaries acts as Paying Agent, principal, premium, if any, interest and Additional Amounts, if any, will be considered paid on the due date if the entity acting as Paying Agent complies with Section 2.04 hereof. Principal of, interest, premium and Additional Amounts, if any, on the Notes will be payable at the corporate trust office or agency of the Paying Agent maintained in the same manner City of London, for such purposes. All payments on the dates Global Notes will be made by transfer of immediately available funds to an account of the Holder of the Global Notes in accordance with instructions given by that Holder. Principal of, interest, premium and Additional Amounts, if any, on any Definitive Notes will be payable at the corporate trust office or agency of any Paying Agent in any location required to be maintained for such purposes pursuant to Section 2.03 hereof. In addition, interest on Definitive Notes may be paid by check mailed to the amounts set forth in person entitled thereto as shown on the Registration Rights AgreementRegister for such Definitive Notes. The Issuers Issuer will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% per annum higher than the then applicable interest rate on the Notes to the extent lawful; they . The Issuer will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional InterestAmounts, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will pay or cause to be paid the principal of, premium on, if any, and interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary thereofof the Partnership, holds as of 10:00 a.m. (a.m., New York City Time) time, on the due date money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the applicable Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementThe Partnership may at any time, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, purpose of obtaining satisfaction and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or discharge with respect to the natureNotes or for any other purpose, extentpay, or calculation of direct any Paying Agent to pay, to the amount of Additional Interest owedTrustee all sums held in trust by the Partnership or such Paying Agent, such sums to be held by the Trustee upon the same terms as those upon which such sums were held by the Partnership or such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. Any money deposited with the method employed Trustee or any Paying Agent, or then held by the Partnership, in such calculation trust for the payment of the Additional Interestprincipal of, premium, if any, or interest on any Note and remaining unclaimed for two years after such principal, and premium, if any, or interest has become due and payable shall be paid to the Partnership on its request, or (if then held by the Partnership) shall be discharged from such trust; and the Holder of such Note shall thereafter look only to the Partnership for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Partnership as trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, shall, at the expense of the Partnership, cause to be published once, in The New York Times or The Wall Street Journal (national edition), notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining will be repaid to the Partnership.

Payment of Notes. The Issuers will (and, prior to the Escrow Release Date, the Escrow Issuers), jointly and severally, shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interestinterest, if any, on, on the Notes on the dates and in the manner provided in the NotesNotes and this Indenture. Principal, premium, if any, and interest and Additional Interestinterest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Issuer, the Co-Issuer or a Subsidiary thereofGuarantor or an Affiliate of the Issuer, the Co-Issuer or a Guarantor, holds as of 10:00 a.m. noon (New York City Timetime) on the due date money deposited by the Issuers (and, prior to the Escrow Release Date, the Escrow Issuers) in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, interest then due. The Issuers will pay all Additional Interest(and, if anyprior to the Escrow Release Date, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Escrow Issuers) shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they will the Issuers (and, prior to the Escrow Release Date, the Escrow Issuers) shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers Issuer will pay or cause to be paid the principal of, premium on, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereofof the Issuer, holds as of 10:00 a.m. (11:00 a.m., New York City Time) time, on the due date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. All references in this Indenture or the Notes to “interest” shall be deemed to include Additional Interest, if any, unless the context requires otherwise. The Issuers Issuer will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the applicable Registration Rights Agreement. The Issuers Issuer will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they the Issuer will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementThe Issuer may at any time, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, purpose of obtaining satisfaction and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or discharge with respect to the natureNotes or for any other purpose, extentpay, or calculation of direct any Paying Agent to pay, to the amount of Additional Interest owedTrustee all sums held in trust by the Issuer or such Paying Agent, such sums to be held by the Trustee upon the same terms as those upon which such sums were held by the Issuer or such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. Any money deposited with the method employed Trustee or any Paying Agent, or then held by the Issuer, in such calculation trust for the payment of the Additional Interestprincipal of, premium, if any, or interest on any Note and remaining unclaimed for two years after such principal, and premium, if any, or interest has become due and payable shall be paid to the Issuer on its request, or (if then held by the Issuer) shall be discharged from such trust; and the Holder of such Note shall thereafter look only to the Issuer for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Issuer as trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, shall, at the expense of the Issuer, cause to be published once, in The New York Times or The Wall Street Journal (national edition), notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining will be repaid to the Issuer.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereofSubsidiary, holds as of 10:00 a.m. (New York City Time) 12:00 p.m. Eastern Time on the due date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if anyother than PIK Interest or Partial PIK Interest, then due. The Issuers will pay all Additional InterestSuch Paying Agent shall return to the Issuer promptly, and in any event, no later than two Business Days following the date of payment, any money (including accrued interest, if any) that exceeds such amount of principal, premium, if any, and interest paid on the Notes. If a payment date is a Legal Holiday at a place of payment, payment may be made at that place on the next succeeding day that is not a Legal Holiday, and no interest shall accrue on such payment for the intervening period. The Issuer shall make any payments of PIK Interest or Partial PIK Interest in respect of Notes represented by Global Notes by increasing the principal amount of such Global Notes for the benefit of the accounts of Participants specified by the DTC or its nominee. The Issuer shall make any payments of PIK Interest or Partial PIK Interest in respect of Notes represented by Definitive Notes by issuing PIK Notes in additional Notes in the same manner on the dates form of Definitive Notes and in the amounts set forth in the Registration Rights Agreementdelivering them to holders. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In Interest shall be computed on the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee basis of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount a 360-day year comprised of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interesttwelve 30-day months.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, premium onpremium, if any, Special Interest, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Special Interest, if any, will and interest shall be considered paid on the date due if the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereofSubsidiary, holds as of 10:00 a.m. (New York City Time) noon Eastern Time on the due date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, interest then due; provided that the Issuer shall pay 2.00% per annum interest on the Notes by increasing the principal amount of the outstanding Notes or by issuing PIK Notes (“Partial PIK Interest”), in each case, in the manner provided in the Notes, and all such interest paid in the form of Partial PIK Interest shall be considered paid or duly provided for, for all purposes of this Indenture, and shall not be considered overdue. If a payment date is not a Business Day, payment may be made on the next succeeding day that is a Business Day, and for the avoidance of doubt, no additional interest or other amounts shall be payable in respect of the interest period for which such payment is made as a result of such extension of time. The Issuers will Issuer shall pay all Additional Special Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any Special Interest (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, premium oninterest, premium, if any, and interest and Additional Special Interest, if any, on, on the Notes on the dates and in the manner provided in this Indenture and in the Notes. PrincipalThe Issuer shall pay interest and Special Interest, if any, semi- annually in arrears on each Interest Payment Date, commencing October 15, 2001. Interest and Special Interest, if any, shall be paid on each Interest Payment Date in an amount equal to the interest and Special Interest, if any, accrued for the period beginning from the Issue Date, or from the most recent date to which interest and Special Interest, if any, have been paid. All interest and Special Interest, if any, due and payable on the Notes shall be paid in cash, except that the Issuer may at its option, make such Payments by check mailed to the address of the Person entitled thereto as it appears in the Register. Interest and Special Interest, if any, on the Notes shall be computed on the basis of a 360-day year of twelve 30-day months. An installment of principal, premium, if any, and interest and Additional or Special Interest, if any, will shall be considered paid on the date due if the Trustee or Paying Agent, if Agent (other than the Issuers Issuer or a Subsidiary any Affiliate thereof, ) holds as of 10:00 a.m. (New York City Time) on the due that date money deposited by the Issuers in immediately available funds and Payments designated for and sufficient to pay all principal, premium, if any, such installment and interest, if any, then duethe Trustee or Paying Agent has not received instructions from the Issuer not to make such payment or is not prohibited from Paying such Payments to the Holders of the Notes pursuant to this Indenture. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Lawinterest) on overdue principal at a the rate that is 1% higher than equal to two percent (2%) per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Lawinterest) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium onpremium, if any, on, and interest and Additional Interestinterest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interestinterest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereofof the Company, holds as of 10:00 11:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than equal to the then applicable interest rate on the Notes plus 2.000% to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interestinterest, if any (without regard after giving effect to any the applicable grace periodperiod in Section 6.01(a)), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementThe Company may at any time, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, purpose of obtaining satisfaction and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or discharge with respect to the natureNotes or for any other purpose, extentpay, or calculation of direct any Paying Agent to pay, to the amount of Additional Interest owedTrustee all sums held in trust by the Company or such Paying Agent, such sums to be held by the Trustee upon the same terms as those upon which such sums were held by the Company or such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. Subject to any applicable abandoned property law, any money deposited with the method employed Trustee or any Paying Agent, or then held by the Company, in such calculation trust for the payment of the Additional Interestprincipal of, premium, if any, or interest on any Note and remaining unclaimed for two years after such principal, and premium, if any, or interest has become due and payable shall be paid to the Company on its request, or (if then held by the Company) shall be discharged from such trust; and the Holder of such Note shall thereafter look only to the Company for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as trustee thereof, shall thereupon cease.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional InterestAmounts, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional InterestAmounts, if any, will be considered paid on the date due if the Paying Agent, Agent (if other than the Issuers Issuer or a Subsidiary thereof) holds, holds as of 10:00 a.m. (New York City Time) London time on the such due date (or such other time as the Issuer and the Paying Agent may mutually agree from time to time, but always subject to actual receipt), money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interestinterest and Additional Amounts, if any, then duedue and is not prohibited from paying such money to the Holders on that date pursuant to the terms of this Indenture. The Issuers Issuer will pay all Additional Interestpromptly notify the Trustee and the applicable Paying Agent of its failure to so deposit. Subject to actual receipt of such funds as provided by this Section 4.01 by the designated Paying Agent, such Paying Agent shall make payments on the Notes in accordance with this Indenture. In any event, the Issuer shall, prior to 10:00 a.m. London time on the second Business Day prior to the date on which the Paying Agent receives payment, procure that the bank effecting payment for it confirms by SWIFT message to the Paying Agent that an irrevocable payment instruction has been given. A Paying Agent shall (or the Trustee, if anyapplicable) only be obliged to make a payment under this Indenture if it has actually received cleared, in immediately available funds from the same manner on the dates and in the amounts set forth in the Registration Rights AgreementIssuer as required under this Section 4.01. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In If a Paying Agent pays out funds on or after the event due date therefor, or pays out funds (although it is not obligated) on the assumption that the Issuers are required to corresponding payment by the Issuer has been or will be made and such payment has in fact not been so made by the Issuer, then the Issuer shall on demand reimburse the Paying Agent for the relevant amount, and pay Additional Interest to Holders pursuant interest to the Registration Rights Agreement, Paying Agent on such amount from the Issuers will provide written notice (“Additional Interest Notice”) date on which it is paid out to the Trustee date of their obligation to pay Additional Interest no later than fifteen (15) days prior reimbursement at a rate per annum equal to the proposed payment date for cost to the Additional Interest, and the Additional Interest Notice shall set forth Paying Agent of funding the amount of Additional Interest to be paid out, as certified by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional InterestPaying Agent and expressed as a rate per annum.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interestinterest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interestinterest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary or Affiliate thereof, holds as of 10:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is equal to 1% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In The Credit Parties may terminate their obligations under this Indenture, the event Notes and the Security Documents if (A) all Notes previously authenticated and delivered, if any (other than destroyed, lost or stolen Notes that the Issuers are required to pay Additional Interest to Holders have been replaced Indenture pursuant to Section 2.06 or Notes for whose payment money or securities have theretofore been held in trust and thereafter repaid to the Registration Rights AgreementIssuer, the Issuers will provide written notice (“Additional Interest Notice”as provided in Section 2.04) have been delivered to the Trustee of their obligation to pay Additional Interest no later than fifteen for cancellation and the Credit Parties have irrevocably paid all amounts payable by them hereunder and (15B) days prior the Company has delivered to the proposed payment date Trustee an Officer's Certificate and an Opinion of Counsel, at the cost and expense of the Company, in each case stating that all conditions precedent provided for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect herein relating to the nature, extent, or calculation satisfaction and discharge of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestthis Indenture have been complied with.

Payment of Notes. The Issuers will Issuer and the Guarantors, jointly and severally, covenant and agree for the benefit of the Holders that they shall duly and punctually pay or cause to be paid the principal of, premium on(including the Redemption Premium), if any, and interest and Additional InterestAmounts, if any, on, on the Notes of each series on the dates and in the manner provided in the Notesapplicable Notes of such series and in this Indenture. PrincipalSubject to Section 2.04, premiumprincipal, premium (including the Redemption Premium), if any, and interest and Additional InterestAmounts, if any, will shall be considered paid on the date due if on such date the Trustee or the Paying Agent, if Agent (other than the Issuers Issuer or a Subsidiary thereofany of its Affiliates) holds, holds as of 10:00 a.m. (New York, New York City Timetime) on the due date date, in accordance with this Indenture, money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, premiumpremium (including the Redemption Premium), if any, interest and interestAdditional Amounts, if any, then due. The Issuers will pay all Additional InterestIf the Issuer or any of its Affiliates acts as Paying Agent, principal, premium (including the Redemption Premium), if any, in the same manner interest and Additional Amounts, if any, shall be considered paid on the dates due date if the entity acting as Paying Agent complies with Section 2.04. Upon the occurrence and in during the amounts set forth in continuance of an Event of Default, the Registration Rights Agreement. The Issuers will Issuer or the Guarantors shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 12.00% higher than the then applicable interest rate on the Notes to the extent lawful; they will and shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest interest, premium (including the Redemption Premium), if any, and Additional InterestAmounts, if any (without regard to any applicable grace period)any, at the same stepped-up rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers Issuer will pay or cause to be paid the principal of, premium on, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereofof the Issuer, holds as of 10:00 a.m. (11:00 a.m., New York City Time) time, on the due date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers Issuer will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they the Issuer will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementThe Issuer may at any time, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, purpose of obtaining satisfaction and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or discharge with respect to the natureNotes or for any other purpose, extentpay, or calculation of direct any Paying Agent to pay, to the amount of Additional Interest owedTrustee all sums held in trust by the Issuer or such Paying Agent, such sums to be held by the Trustee upon the same terms as those upon which such sums were held by the Issuer or such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. Any money deposited with the method employed Trustee or any Paying Agent, or then held by the Issuer, in such calculation trust for the payment of the Additional Interestprincipal of, premium, if any, or interest on any Note and remaining unclaimed for two years after such principal, and premium, if any, or interest has become due and payable shall be paid to the Issuer on its request, or (if then held by the Issuer) shall be discharged from such trust; and the Holder of such Note shall thereafter look only to the Issuer for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Issuer as trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, shall, at the expense of the Issuer, cause to be published once, in The New York Times or The Wall Street Journal (national edition), notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining will be repaid to the Issuer.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal of, premium on, if any, of and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, Principal and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principalprincipal and interest then due; provided, premiumhowever, that with respect to payments of interest due on any of the first 12 Interest Payment Dates, the Company may elect, by delivery of an Officer's Certificate to the Trustee no later than thirty (30) days prior to the relevant Interest Payment Date, to defer the payment of interest due on such Interest Payment Date until the Maturity Date ("Interest Deferral"); provided, further, that during any period in which Deferred Interest remains unpaid, supplemental interest shall accrue thereon at a rate per annum equal to eight percent (8%) ("Compounded Interest"). If the Company elects to make an Interest Deferral, the Company shall deliver to the Trustee and the Holders at least thirty (30) days prior to the relevant Interest Payment Date, notice, in the form of an Officer's Certificate, stating (i) that the Company has elected to make an Interest Deferral, (ii) and the amount of interest for each $1,000 in aggregate principal amount of Notes to be deferred; (iii) the amount of Compounded Interest accrued to such Interest Payment Date per $1,000 aggregate principal amount of Notes due to prior Interest Deferrals, if any, and interest(iv) that all Deferred Interest and Compounded Interest is due on the Maturity Date. Notwithstanding the foregoing, if any, then duethe Company shall not be entitled to make any Interest Deferral on or after the 12th Interest Payment Date after the Issue Date. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Company shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1equal to 2% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In For purposes of the event foregoing, interest that is subject to an Interest Deferral in accordance with the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee preceding paragraph shall not considered an "overdue installment of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice interest" unless such interest shall set forth the amount of Additional Interest to not be paid by on the Issuers on Maturity Date, in which case, such payment date. The Trustee interest shall not at any time be under any duty or responsibility to any Holder to determine considered an overdue installment of interest from but excluding the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional InterestMaturity Date.

Payment of Notes. The Issuers will Company shall pay or cause to be paid interest on the principal of, premium on, if any, and interest and Additional Interest, if any, on, Notes as provided in the Notes. The Company shall promptly make all payments in respect of the Notes on the dates and in the manner provided in the NotesNotes or pursuant to this Indenture. PrincipalPrincipal and Fundamental Change Purchase Price, premiumredemption price and accrued and unpaid Cash Interest and Additional Interest, if any, shall be considered paid on the applicable date due if on such date the Paying Agent holds, in accordance with this Indenture, money sufficient to pay all such amounts then due. The Company shall, to the fullest extent permitted by law, pay interest on overdue principal and overdue installments of interest and Additional Interest, if any, at the rate borne by the Notes per annum. All references in this Indenture or the Notes to interest shall, without duplication, be deemed to include Additional Interest, if any, payable pursuant to the Registration Rights Agreement. PIK Interest shall be paid in the manner provided in Section 2.14. Any payment of PIK Interest shall be considered paid, if not paid in cash, on the date it is due if on such date (1) if PIK Notes (including PIK Notes that are Global Notes) have been issued therefor, such PIK Notes have been authenticated in accordance with the terms of this Indenture and (2) if the payment of PIK Interest is made by increasing the principal amount of Global Notes then authenticated, the Trustee has increased the principal amount of Global Notes then authenticated by the required amount. The Company will not be required to make any payment on the Notes due on any day which is not a Business Day until the next succeeding Business Day. The payment made on the next Business Day will be treated as though it were paid on the original due date and no interest will be payable on the payment date for the additional period of time. Payment of the principal of and interest and Additional Interest, if any, will be considered paid on the date due if Notes shall be in such coin or currency of the Paying AgentUnited States of America as at the time of payment is legal tender for payment of public and private debts. Subject to Section 5.1, if other than the Issuers or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) on the due date money deposited by the Issuers in immediately available funds Company shall pay interest and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will pay interest (including post-petition interest Person in any proceeding under any Bankruptcy Law) whose name the Notes are registered at the close of business on overdue installments of the Regular Record Date next preceding the corresponding Interest Payment Date. Any such interest and Additional Interest, if any (without regard any, not so punctually paid or duly provided for shall forthwith cease to any applicable grace period), at the same rate be payable to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice Holder on such Regular Record Date and may be paid (“Additional Interest Notice”a) to the Trustee Person in whose name the Notes are registered at the close of their obligation business on a Special Record Date for the payment of such defaulted interest and Additional Interest, if any, to pay Additional Interest no later be fixed by the Trustee, notice whereof shall be given to the Holders not less than fifteen (15) 10 calendar days prior to such Special Record Date or (b) at any time in any other lawful manner not inconsistent with the proposed requirements of any securities exchange on which the Notes may be listed, and upon such notice as may be required by such exchange. The Holder must surrender the Notes to the Paying Agent to collect payment date for the of principal. Payment of cash interest and Additional Interest, and if any, on Certificated Securities in the Additional Interest Notice shall set forth the aggregate principal amount of Additional Interest $5,000,000 or less shall be made by check mailed to be paid by the Issuers on address of the Person entitled thereto as such address appears in the Register, and payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the of cash interest and Additional Interest, if any, on Certificated Securities in aggregate principal amount in excess of $5,000,000 shall be made by wire transfer in immediately available funds if requested in writing by the Holder, otherwise by check mailed to the address of the Holder. Notwithstanding the foregoing, so long as the Notes are registered in the name of a Depositary or its nominee, all payments with respect to the nature, extent, or calculation Notes shall be made by wire transfer of immediately available funds to the account of the amount of Depositary or its nominee. At the Stated Maturity, interest and Additional Interest owedInterest, if any, on Certificated Securities will be payable at the office or with respect to the method employed in such calculation agency of the Additional InterestTrustee, Registrar and Paying Agent as described in Section 6.5 herein.

Payment of Notes. The Issuers will shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional InterestLiquidated Damages, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional InterestLiquidated Damages, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary one of its Subsidiaries thereof, holds as of 10:00 a.m. (New York City Time) Time on the due date money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interestinterest and Liquidated Damages, if any, then due. The Issuers will shall pay all Additional InterestLiquidated Damages, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will shall pay interest (including post-petition interest in any proceeding under any the Bankruptcy LawCode) on overdue principal at a the rate that is 1% higher than the then applicable interest rate borne on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any the Bankruptcy LawCode) on overdue installments of interest and Additional InterestLiquidated Damages, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that If Liquidated Damages are payable by the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) shall deliver to the Trustee of their obligation an Officers’ Certificate to pay Additional Interest no later than fifteen that effect stating (15i) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by such Liquidated Damages that are payable and (ii) the date on which such damages are payable. Unless and until a Responsible Officer of the Trustee receives such an Officers’ Certificate, the Trustee may assume without inquiry that no Liquidated Damages are payable. If the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect have paid Liquidated Damages directly to the naturepersons entitled to them, extent, or calculation of the amount of Additional Interest owed, or with respect Issuers shall deliver to the method employed in Trustee a certificate setting forth the particulars of such calculation of the Additional Interestpayment.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional InterestAmounts, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional InterestAmounts, if any, will be considered paid on the date due if the Paying Agent, Agent (if other than the Issuers Issuer or a Subsidiary thereof) holds, holds as of 10:00 a.m. (New York City Time) on the Luxembourg Time one Business Day prior to such due date (or such other time as the Issuer and the Paying Agent may mutually agree from time to time, but always subject to actual receipt), money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interestinterest and Additional Amounts, if any, then duedue and is not prohibited from paying such money to the Holders on that date pursuant to the terms of this Indenture. The Issuers Issuer will pay all Additional Interestpromptly notify the Trustee and the applicable Paying Agent of its failure to so deposit. Subject to actual receipt of such funds as provided by this Section 4.01 by the designated Paying Agent, such Paying Agent shall make payments on the Notes in accordance with this Indenture. In any event, the Issuer shall, prior to 10:00 a.m. Luxembourg time on the second Business Day prior to the date on which the Paying Agent receives payment, procure that the bank effecting payment for it confirms by SWIFT message to the Paying Agent that an irrevocable payment instruction has been given. A Paying Agent shall (or the Trustee, if anyapplicable) only be obliged to make a payment under this Indenture if it has actually received cleared, in immediately available funds from the same manner on the dates and in the amounts set forth in the Registration Rights AgreementIssuer as required under this Section 4.01. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any Interest (without regard to any applicable grace period), ) at the same rate to the extent lawful. In If a Paying Agent pays out funds on or after the event due date therefor, or pays out funds (although it is not obligated) on the assumption that the Issuers are required to corresponding payment by the Issuer has been or will be made and such payment has in fact not been so made by the Issuer, then the Issuer shall on demand reimburse the Paying Agent for the relevant amount, and pay Additional Interest to Holders pursuant interest to the Registration Rights Agreement, Paying Agent on such amount from the Issuers will provide written notice (“Additional Interest Notice”) date on which it is paid out to the Trustee date of their obligation to pay Additional Interest no later than fifteen (15) days prior reimbursement at a rate per annum equal to the proposed payment date for cost to the Additional Interest, and the Additional Interest Notice shall set forth Paying Agent of funding the amount of Additional Interest to be paid out, as certified by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional InterestPaying Agent and expressed as a rate per annum.

Payment of Notes. The Issuers will shall pay or cause to be paid the principal of, premium onand Additional Amounts, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the NotesNotes and this Indenture. Principal, premiumpremium and Additional Amounts, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Issuer, Co-Issuer or a Subsidiary thereofGuarantor or an Affiliate of the Issuer, Co-Issuer or a Guarantor, holds as of 10:00 a.m. noon (New York City Timetime) on the due date date, with respect to the Dollar Notes and as of 11:00 a.m. (London time) on the due date, with respect to the Euro Notes, money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, premiumpremium and Additional Amounts, if any, and interest, if any, interest then due; provided, however, that to the extent any such funds are received by the applicable Paying Agent from the Issuer after such times on such due date, such funds will be distributed to such Persons within one Business Day of receipt thereof. With respect to the Euro Notes, the Issuer shall before 11:00 a.m. (London time), on the second Business Day prior to the day on which the Paying Agent is to receive payment, procure that the bank effecting payment for it confirms by fax or tested SWIFT XX000 xxxxxxx xx xxx Xxxxxx Xxxxx xxx payment instructions relating to such payment. The Paying Agent shall not be obliged to make any payment until such time as it has received sufficient funds in order to make such payment. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they will the Issuers shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional InterestAmounts, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional InterestAmounts, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Company, the Parent or a any other Restricted Subsidiary thereof, holds as of 10:00 a.m. 5:00 p.m. (New York City TimeLondon time) on one Business Day prior to the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interestinterest and Additional Amounts, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner Not later than 5:00 p.m. (London time) on the dates and in second Business Day immediately preceding each payment date, the amounts set forth in Company shall confirm such payment, or procure confirmations by a tested telex or authenticated SWIFT message from the Registration Rights Agreementbank making such payment to the Paying Agent. For the avoidance of doubt, the Paying Agent shall only be obliged to remit money to Holders if it has actually received such money from the Company. The Issuers Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal and premium, if any, at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional InterestAmounts, if any any, (without regard to any applicable grace period), ) at the same rate to the extent lawful. In An installment of principal or interest will be considered paid on the event date due if the Paying Agent, other than the Company or any Affiliate of the Company, holds on that the Issuers are required date money designated for and sufficient to pay Additional Interest to Holders pursuant the installment. If the Company or any Affiliate of the Company acts as Paying Agent, an installment of principal or interest will be considered paid on the due date only if paid to the Registration Rights AgreementHolders. Anything in this Section 4.01 to the contrary notwithstanding, the Issuers will provide written notice (“Additional Interest Notice”) Company may at any time, for the purpose of obtaining a satisfaction and discharge of this Indenture or for any other reason, pay or cause to be paid to the Trustee of their obligation to all sums held in trust by the Company or any Paying Agent hereunder, as required by this Section 4.01 and such sums shall be held by the Trustee. If the Paying Agent shall pay Additional Interest no later than fifteen (15) days prior all sums held in trust to the proposed payment date Trustee as required under this Section 4.01, the Paying Agent shall have no further liability for the Additional Interest, and money so paid over to the Additional Interest Notice Trustee. The Paying Agent shall set forth not be bound to make any payment until it has received the full amount of Additional Interest due to be paid by the Issuers on such payment dateto it pursuant to this Section 4.01. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect Anything in this Section 4.01 to the naturecontrary notwithstanding, extent, or calculation of the amount of Additional Interest owed, or with respect agreements to hold sums as provided in this Section 4.01 are subject to the method employed in such calculation provisions of the Additional Interest8.06.

Payment of Notes. The Issuers will and the Guarantors covenant and agree for the benefit of the Holders that they shall duly and punctually pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional InterestAmounts, if any, on, on the Notes on the dates and in the manner provided in the NotesNotes and in this Indenture. Principal, premium, if any, and interest and Additional InterestAmounts, if any, will shall be considered paid on the date due if on such date the Trustee or the Paying Agent, if Agent (other than the Issuers or a Subsidiary thereofany of their Affiliates) has received from the Issuers or any Guarantor, holds as of 10:00 9:00 a.m. (New York City Time) London time on the Business Day prior to the due date date, in accordance with this Indenture, money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, premium, if any, interest and interestAdditional Amounts, if any then due. If the Issuers or any of their Affiliates acts as Paying Agent, principal, premium, if any, then due. The Issuers will pay all interest and Additional InterestAmounts, if any, in the same manner shall be considered paid on the dates and due date if the entity acting as Paying Agent complies with Section 2.04. PIK Dollar Interest shall be paid by increasing the principal amount of the outstanding Dollar Notes or by issuing Additional Dollar Notes in a principal amount equal to such interest, rounded up to the amounts set forth nearest whole dollar (or, if necessary, pursuant to the requirements of the Common Depositary or otherwise, by authenticating a new Global Note executed by the Issuers reflecting such increased principal amount). PIK Euro Interest shall be paid by increasing the principal amount of the outstanding Euro Notes or by issuing Additional Euro Notes in a principal amount equal to such interest, rounded up to the Registration Rights Agreementnearest whole euro (or, if necessary, pursuant to the requirements of the Common Depositary or otherwise, by authenticating a new Global Note executed by the Issuers reflecting such increased principal amount). The Issuers will or a Guarantor shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at the rate specified therefor in the Notes. The Issuers or a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will Guarantor shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In Corporate Existence. Subject to Article Five, the event Parent Guarantor, the Issuer, the Co-Issuer and each Restricted Group Member shall do or cause to be done all things necessary to preserve and keep in full force and effect their corporate, partnership, limited liability company or other existence and the rights (charter and statutory), licenses and franchises of the Parent Guarantor, the Issuers and each Restricted Group Member; provided that the Parent Guarantor, the Issuers and any Restricted Group Member shall not be required to preserve and keep in full force and effect such corporate, partnership, limited liability company or other existence or preserve any such right, license or franchise if the Board of Directors of the Parent Guarantor shall determine that the preservation thereof is no longer desirable in the conduct of the business of the Parent Guarantor and the Restricted Group Members as a whole and that the loss thereof is not disadvantageous in any material respect to the Holders. [Reserved] [Reserved] Statement as to Compliance. The Parent Guarantor shall deliver to the Trustee, within 120 days after the end of each fiscal year, an Officer's Certificate stating that in the course of the performance by the signer of its duties as an officer of the Parent Guarantor he would normally have knowledge of any Default and whether or not the signer knows of any Default that occurred during such period and if any specifying such Default, its status and what action the Issuers are required taking or proposed to pay Additional Interest to Holders pursuant to the Registration Rights Agreementtake with respect thereto. For purposes of this Section 4.05, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice such compliance shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility determined without regard to any Holder to determine the Additional Interest, period of grace or with respect to the nature, extent, or calculation requirement of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestnotice under this Indenture.

Payment of Notes. The Issuers will pay or cause to be paid the principal of, premium on, if any, and interest and Additional Interest, if any, on, Company shall promptly make all payments in respect of the Notes on the dates and in the manner provided in the NotesNotes or pursuant to this Indenture. PrincipalThe Company may, premiumat its option, make payments in respect of the Notes by check mailed to a Holder’s registered address (or, if anyrequested by a Holder of more than $1,000,000 principal amount of the Notes, by wire transfer in immediately available funds to that Holder’s account within the United States designated by such Holder in written notice to the Registrar by the Close of Business on the Regular Record Date or other record date relating to such payment, which notice shall remain effective until withdrawn by such Holder in a subsequent written notice to the Registrar) or, with respect to Global Notes, by wire transfer in immediately available funds. The Company shall make any required interest (including any Additional Interest) payments to the Person in whose name each Note is registered at the Close of Business on the Regular Record Date for such interest payment. The Company shall, on or before each due date of the principal (including the Redemption Price, if applicable, and interest the Fundamental Change Repurchase Price, if applicable) of, the Interest Make-Whole Premium, if applicable, or accrued and unpaid interest, including Additional Interest, if any, will be considered paid on on, the Notes or each date when delivery of shares of Common Stock and cash in lieu of any fractional shares of Common Stock are due if upon conversion of a Note, as applicable, deposit with the Paying Agent or the Conversion Agent, if other than the Issuers or as applicable, a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) on the due date money deposited by the Issuers in immediately available funds and designated for and sum sufficient to pay all principal, premiumsuch principal (including the Redemption Price, if anyapplicable, or the Fundamental Change Repurchase Price, if applicable), the Interest Make-Whole Premium, if applicable, or accrued and unpaid interest, if any, then due. The Issuers will pay all including Additional Interest, if any, and such settlement obligations upon conversion, and (unless such Paying Agent or such Conversion Agent, as applicable, is the Trustee) the Company will promptly notify the Trustee in the same manner writing of any failure to take such action; provided that if such deposit is made on the dates and in applicable due date, such deposit must be received by the amounts set forth in Paying Agent no later than 10:00 a.m., New York City time, on such date. If the Registration Rights Agreement. The Issuers will pay interest Company shall act as its own Paying Agent, it will, on or before each due date of the principal (including postthe Redemption Price, if applicable, and the Fundamental Change Repurchase Price, if applicable) of, the Interest Make-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will pay interest (Whole Premium, if applicable, and accrued and unpaid interest, including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any any, on, the Notes, set aside, segregate and hold in trust as provided in Section 2.04 for the benefit of the Holders of the Notes a sum sufficient to pay such principal (without regard to any applicable grace periodincluding the Redemption Price, if applicable, and the Fundamental Change Repurchase Price, if applicable), at the same rate Interest Make-Whole Premium, if applicable, and accrued and unpaid interest so becoming due and will promptly notify the Trustee in writing of any failure to take such action and of any failure by the extent lawful. In Company to make any payment of the event that principal (including the Issuers are required to pay Additional Interest to Holders pursuant to Redemption Price, if applicable, and the Registration Rights AgreementFundamental Change Repurchase Price, if applicable) of, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Make-Whole Premium, if applicable, or accrued and unpaid interest, including Additional Interest, if any, on, the Notes when the same shall become due and payable. The principal, accrued and unpaid interest (including Additional Interest), if any, the Additional Interest Notice Make-Whole Premium, if applicable, the Fundamental Change Repurchase Price, if applicable, or the Redemption Price, if applicable, of the Notes being repaid, repurchased or redeemed, if applicable, shall set forth be considered paid on the amount applicable date due if on such date the Trustee or the Paying Agent holds, in accordance with the foregoing provisions of Additional Interest this Section 4.01, cash sufficient to pay all such amounts then due. Nothing herein shall preclude the withholding of any taxes required by law to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty withheld or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestdeducted.

Payment of Notes. The Issuers will and the Guarantors covenant and agree for the benefit of the Holders that they shall duly and punctually pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional InterestAmounts, if any, on, on the Notes on the dates and in the manner provided in the NotesNotes and in this Indenture. Principal, premium, if any, and interest and Additional InterestAmounts, if any, will shall be considered paid on the date due if on such date the Trustee or the Paying Agent, if Agent (other than the Issuers or a Subsidiary thereofany of their Affiliates) has received from the Issuers or any Guarantor, holds as of 10:00 9:00 a.m. (New York City Time) London time on the Business Day prior to the due date date, in accordance with this Indenture, money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, premium, if any, interest and interestAdditional Amounts, if any then due. If the Issuers or any of their Affiliates acts as Paying Agent, principal, premium, if any, then due. The Issuers will pay all interest and Additional InterestAmounts, if any, in the same manner shall be considered paid on the dates and due date if the entity acting as Paying Agent complies with Section 2.04.‌ PIK Dollar Interest shall be paid by increasing the principal amount of the outstanding Dollar Notes or by issuing Additional Dollar Notes in a principal amount equal to such interest, rounded up to the amounts set forth nearest whole dollar (or, if necessary, pursuant to the requirements of the Common Depositary or otherwise, by authenticating a new Global Note executed by the Issuers reflecting such increased principal amount). PIK Euro Interest shall be paid by increasing the principal amount of the outstanding Euro Notes or by issuing Additional Euro Notes in a principal amount equal to such interest, rounded up to the Registration Rights Agreementnearest whole euro (or, if necessary, pursuant to the requirements of the Common Depositary or otherwise, by authenticating a new Global Note executed by the Issuers reflecting such increased principal amount). The Issuers will or a Guarantor shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at the rate specified therefor in the Notes. The Issuers or a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will Guarantor shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium on, if any, and interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers Company will pay interest (including post-petition interest in any proceeding or case under any Bankruptcy Law) on overdue principal at the interest rate on the Notes to the extent lawful; it will pay interest (including post-petition interest in any proceeding or case under any Bankruptcy Law) on overdue installments of interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. The Company will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers Additional Interest will pay be payable in arrears on each interest (including post-petition payment date following accrual in the same manner as regular interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes Notes. If Additional Interest is payable on the Notes, the Company shall provide an Officers’ Certificate to the extent lawful; they will pay Trustee on or before the record date for each interest (including post-petition interest payment date such Additional Interest is payable setting forth the accrual period and the amount of such Additional Interest in any proceeding under any Bankruptcy Law) on overdue installments reasonable detail. The Trustee may provide a copy of interest and Additional Interest, if any (without regard such Officers’ Certificate or other notice received from the Company relating to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to any Holder upon request. Unless and until a Responsible Officer of the Registration Rights AgreementTrustee receives at the Corporate Trust Office such a certificate, the Issuers will provide written notice (“Trustee may assume without inquiry that no such Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment dateis payable. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the whether any Additional InterestInterest is payable, or with respect to the nature, extent, or calculation of the amount of any Additional Interest owed, or with respect to the method employed in such calculation of the any Additional Interest. If the Company has paid Additional Interest directly to the Persons entitled to it, the Company shall deliver to the Trustee an Officers’ Certificate setting forth the particulars of such payment.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal of, premium onof or premium, if any, and interest and Additional Interest, if any, on, or interest on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 11:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, principal of or premium, if any, and interestAdditional Interest, if any, or interest on the Notes then due. The Issuers will Company shall pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Company shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any Interest (without regard to any applicable grace period), ) at the same rate to the extent lawful. In The Company shall make all interest, premium, if any, Additional Interest, if any, and principal payments by wire transfer of immediately available funds to any Holder who shall have given written directions to the event that Company or the Issuers are required Paying Agent to pay Additional Interest to Holders make such payments by wire transfer pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) wire transfer instructions supplied to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days Company or the Paying Agent by such Holder on or prior to the proposed payment date for applicable record date. All other payments on Notes shall be made at the office or agency of the Paying Agent and Registrar within the City and State of New York unless the Company elects to make interest payments by check mailed to the Holders at their address set forth in the register of Holders. Payments in respect of Notes represented by a Global Note (including interest, premium, if any, Additional Interest, if any, and the Additional Interest Notice principal payments) shall set forth the amount be made by wire transfer of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect immediately available funds to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestaccounts specified by DTC.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, premium on, if any, and interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in the NotesNotes and this Indenture. Principal, premium, if any, and An installment of principal or interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary thereof, and Conversion Agent holds as of 10:00 a.m. (New York City Time) on the due such date money deposited by the Issuers in immediately available funds and (in Euro or pounds sterling, as the case may be,) designated for and sufficient to pay all principalsuch installment. The principal of the Notes shall bear interest starting from the Issue Date. In the case of a default in payment of Principal upon acceleration, premiumredemption, if any, purchase or mandatory repurchase the overdue Principal shall bear interest and such interest shall be payable as provided in the next succeeding paragraph. The Issuer shall pay interest on overdue Principal and interest on overdue installments of interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will , at a rate equal to that borne by the Notes. Any such interest shall be payable on demand in cash and shall be compounded semiannually on each semi-annual interest payment date. The Issuer may elect to discharge its obligation to pay cash interest on the Notes (including post-petition interest in any proceeding under any Bankruptcy Lawwhole or in part) on overdue installments any Interest Payment Date (other than the Interest Payment Date falling on the Stated Maturity of the Notes) in respect of some or all of the interest then due by the issue of Additional Notes under this Indenture by giving not less then 5 days' written notice of its intention to do so to the Trustee and to the Paying and Conversion Agent by delivering to them a Board Resolution of the Issuer and an Officer's Certificate, each setting out the aggregate principal amount of such Additional Notes to be authenticated and delivered and the date on which such Additional Notes are to be authenticated and shall, so long as Notes are listed on the Spanish Stock Exchanges and the applicable Spanish rules so require, notify the CNMV and the Spanish Stock Exchanges of such payment by way of Additional Notes. Notwithstanding the foregoing, the Issuer shall not pay cash interest on less than all the Outstanding Notes unless it does so in order to pay withholding taxes in cash. In the case of interest and paid on Global Notes by way of an issue of Additional InterestNotes, if any the Issuer shall (without regard to any applicable grace period), at a) procure that on the same rate relevant Interest Payment Date the Book-Entry Depositary shall have the Global Notes delivered to the extent lawfulPaying and Conversion Agent for increase by annotation and (b) authorize the Paying and Conversion Agent to increase the principal amount of the Global Notes to reflect the Additional Notes so issued, and the Paying and Conversion Agent shall notify the Book-Entry Depositary to record in the Book-Entry Register the corresponding changes in the Certificated Depositary Interests. In the event that the Issuers Issuer is informed by any of Euroclear or Clearstream, that such issue of Additional Notes will not be treated by such clearing system as fungible with the existing Notes, the Issuer shall procure that new Global Notes representing the Additional Notes are required issued in accordance with the provisions of this Indenture to be held by the Book-Entry Depositary and shall procure that the Book-Entry Depositary shall issue interests in such Additional Notes to the persons holding the Global Notes on a pro rata basis. In the case of interest paid upon Definitive Registered Notes by way of an issue of Additional Notes, the Issuer shall on the relevant Interest Payment Date execute, deliver and procure to be authenticated Additional Notes in the form of Definitive Registered Notes to the Holders of such Definitive Registered Notes in accordance with the provisions of the Indenture. If any fraction of any Additional Note would be issuable on payment of interest by way of an issue of Additional Notes, the Issuer shall instead (a) round down to the next whole Additional Note, in the case of a fraction that is less than or equal to 0.49, or (b) round up to the next whole Additional Note, in the case of a fraction that is equal to or greater than 0.50. The Issuer may, at its option, notwithstanding anything herein to the contrary, elect to pay Additional Interest to Holders pursuant to any amount in respect of principal of the Registration Rights AgreementNotes in pounds sterling rather than Euro, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth provided that in such case the amount of Additional Interest to payable in sterling shall be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation 100.5% of the amount of Additional Interest owedthat would have been payable in Euro, or with respect to applying the method employed in such calculation of Euro Equivalent on the Additional Interestdate due for payment.

Payment of Notes. The Issuers will No later than 10 a.m. (London time) on the Business Day prior to a payment date, the Issuer shall pay or cause to be paid the principal of, interest and premium onand Additional Amounts, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes and this Indenture. Principal, interest, premium and Additional Amounts, if any, shall be considered paid on the date due if the Paying Agent receives such payment by such time in the manner provided in the Notes. Principal, premium, if any, and interest and Additional InterestAmounts, if any, will and interest shall be considered paid on the date due if the Issuer holds, in an account with the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereof, holds as of 10:00 by 10 a.m. (New York City TimeLondon time) on the Business Day prior to the due date date, money deposited by the Issuers in immediately available funds Issuer. Principal of, interest, premium and designated for and sufficient to pay all principal, premiumAdditional Amounts, if any, on the Notes will be payable at the corporate trust office or agency of the Paying Agent maintained in London, England, for such purposes. All payments on the Global Notes shall be made by transfer of immediately available funds to an account of the Holder of the Global Notes in accordance with instructions given by that Holder. Principal of, interest, premium and interestAdditional Amounts, if any, then dueon any Definitive Registered Notes will be payable at the corporate trust office or agency of any Paying Agent in any location required to be maintained for such purposes pursuant to Section 2.03. In addition, interest on Definitive Registered Notes may be paid by check mailed to the person entitled thereto as shown on the Security Register for such Definitive Registered Notes. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is equal to one percent (1% higher than %) per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will . The Issuer shall pay interest (including post-post petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will Issuer agrees that it shall promptly pay or cause to be paid paid, on or prior to 10:00 a.m., New York City time, the principal of, premium on, (if any, ) and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the NotesNotes and in this Indenture. PrincipalAn installment of principal, premium, premium (if any, ) and interest and Additional Interest, if any, will shall be considered paid on the date due if on such date the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereofone of its Wholly Owned Subsidiaries, holds as of 10:00 a.m. (12:00 p.m. New York City Time) on the due date time money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, premium (if any, ) and interest, interest then due and the Paying Agent is not prohibited from paying such money to the Holders on that date pursuant to the terms of this Indenture. The Issuer shall pay all Special Interest (if any, then due. The Issuers will pay all Additional Interest, if any, ) in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Issuer shall pay interest (including post-post petition interest in any proceeding under any Bankruptcy Law) on overdue principal of the Notes at a the rate that is 1% higher than specified therefor in the then applicable Notes, and shall pay interest rate on the Notes to at the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) rate on overdue installments of interest and Additional Interest, Special Interest (if any any) (without regard to any applicable grace period), ) at the same rate borne by the Notes to the extent lawful. In The Issuer will be responsible for making calculations called for under the event that Notes, including but not limited to determination of redemption price, premium, if any, and any additional amounts or other amounts payable on the Issuers are required to pay Additional Interest to Holders pursuant to Notes. The Issuer will make the Registration Rights Agreementcalculations in good faith and, absent manifest error, its calculations will be final and binding on the Issuers Holders. The Issuer will provide written notice (“Additional Interest Notice”) a schedule of its calculations to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to when requested by the proposed payment date for the Additional InterestTrustee, and the Additional Interest Notice shall set forth Trustee is entitled to rely conclusively on the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation accuracy of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional InterestIssuer’s calculations without independent verification.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in this Indenture and the Notes. If the Company has not obtained a listing of its common stock on either the Nasdaq Capital Market or the Nasdaq Global Market on or before July 1, 2007 or if the Company is not at that time currently maintaining such listing, the Company shall pay Additional Interest in the same manner and on the dates set forth in the Notes and this Indenture. The Company shall pay Liquidated Damages upon the occurrence of any events, in the amounts and at the times specified in the definition of "Liquidated Damages" in Section 1.01 hereof. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 11:00 a.m. (New York City Time) Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest then due. Such Paying Agent shall return to the Company promptly, and in any event, no later than five (5) Business Days following the date of payment, any money (including accrued interest) that exceeds such amount of principal, premium, if any, then dueand interest paid on the Notes. If a payment date is a Legal Holiday at a place of payment, payment may be made at that place on the next succeeding day that is not a Legal Holiday, and no interest shall accrue on such payment for the intervening period. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Company shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal and premium, if any, from time to time on demand at a rate that is 14% higher than per annum in excess of the rate then applicable interest rate on the Notes to the extent lawfulin effect; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace periodperiods), from time to time on demand at the same rate to the extent lawful. In Interest shall be computed on the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee basis of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date a 360-day year of twelve 30-day months for the Additional Interest, and the Additional Interest Notice shall set forth the amount actual number of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestdays elapsed.

Payment of Notes. The Issuers will Company shall pay or cause to be paid interest on the principal of, premium on, if any, and interest and Additional Interest, if any, on, Notes as provided in the Notes. The Company shall promptly make all payments in respect of the Notes on the dates and in the manner provided in the NotesNotes or pursuant to this Indenture. PrincipalPrincipal Amount, premiumRedemption Price, if anyPurchase Price and Fundamental Change Purchase Price and accrued and unpaid interest, and interest Additional Amounts and Additional Interest, if any, will shall be considered paid on the applicable date due if the Paying Agentby 11:00 a.m., if other than the Issuers or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) time, on such date the due date money deposited by the Issuers Paying Agent holds, in immediately available funds and designated for and accordance with this Indenture, cash or securities, if permitted hereunder, sufficient to pay all principal, premium, if any, and interest, if any, such amounts then due. The Issuers will Company shall, to the fullest extent permitted by law, pay all interest on overdue principal and overdue installments of interest, Additional Amounts and Additional Interest, if any, at the rate borne by the Notes per annum plus 1%. All references in this Indenture or the same manner on the dates Notes to interest shall, without duplication, be deemed to include Additional Amounts and in the amounts set forth in Additional Interest, if any, payable pursuant to the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in If at any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay time Additional Interest to Holders becomes payable by the Company pursuant to the Registration Rights Agreement, the Issuers will provide written notice Company shall promptly deliver to the Trustee a certificate to that effect and stating (“i) the amount of such Additional Interest Notice”that is payable and (ii) the date on which such Additional Interest is payable pursuant to the terms of the Registration Rights Agreement. Unless and until a Responsible Officer of the Trustee receives such a certificate, the Trustee may assume without inquiry that no Additional Interest is payable. If the Company has paid Additional Interest directly to the Persons entitled to it, the Company shall deliver to the Trustee a certificate setting forth the particulars of such payment. Each payment of the principal of and interest, Additional Amounts and Additional Interest, if any, on the Notes due in cash shall be in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. Subject to Section 3.1, Section 4.1 and Section 5.1, the Company shall pay interest, Additional Amounts and Additional Interest, if any, on the Notes to the Person in whose name the Notes are registered at the close of business on the Regular Record Date next preceding the corresponding Interest Payment Date. Any such interest, Additional Amounts and Additional Interest, if any, not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and may be paid (a) to the Trustee Person in whose name the Notes are registered at the close of their obligation business on a Special Record Date for the payment of such defaulted interest, Additional Amounts and Additional Interest, if any, to pay Additional Interest no later be fixed by the Trustee, notice whereof shall be given to the Holders not less than fifteen (15) 10 calendar days prior to such Special Record Date or (b) at any time in any other lawful manner not inconsistent with the proposed requirements of any securities exchange on which the Notes may be listed, and upon such notice as may be required by such exchange. The Holder must surrender the Notes to the Paying Agent to collect payment date for the of principal. Payment of cash interest, Additional Amounts and Additional Interest, and if any, on Certificated Securities in the Additional Interest Notice shall set forth the aggregate principal amount of $5,000,000 or less shall be made by check mailed to the address of the Person entitled thereto as such address appears in the Register, and payment of cash interest, Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Amounts and Additional Interest, if any, on Certificated Securities in aggregate principal amount in excess of $5,000,000 shall be made by wire transfer in immediately available funds at the election of such Holder. Notwithstanding the foregoing, so long as the Notes are registered in the name of a Depositary or its nominee, all payments with respect to the nature, extent, or calculation Notes shall be made by wire transfer of immediately available funds to the account of the amount of Depositary or its nominee. At the Stated Maturity, interest, Additional Interest owedAmounts and Additional Interest, if any, on Certificated Securities will be payable at the office or with respect to the method employed in such calculation agency of the Additional InterestCompany described in Section 6.5.

Payment of Notes. The Issuers will shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, on the Notes and shall deliver any cash or shares due in connection with an Early Conversion or a Mandatory Conversion (including any Early Conversion Payment, if applicable), each on the dates and in the manner provided in this Indenture and in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will the Early Conversion Payment, if applicable, and cash in lieu of fractional shares in connection with any conversion shall be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 a.m. (11:00 a.m., New York City Time) time, on the due date money deposited by the Issuers or on behalf of an Issuer or a Guarantor in immediately available funds and designated for and sufficient to pay all principal, premium, if any, interest and interestAdditional Interest, if any, then due, the Early Conversion Payment, if applicable, and cash in lieu of fractional shares in connection with any Early Conversion or Mandatory Conversion. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal and any overdue Early Conversion Payment at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; and they will shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the The Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to shall notify the Trustee of their obligation to pay the amounts and payment dates of any Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be that may become payable under any duty or responsibility to Registration Rights Agreement in respect of any Holder to determine the Additional InterestNotes, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestas applicable.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal of, premium onof or premium, if any, and interest and Additional InterestLiquidated Damages, if any, on, or interest on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional InterestLiquidated Damages, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 11:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, principal of or premium, if any, and interestLiquidated Damages, if any, or interest on the Notes then due. The Issuers will Company shall pay all Additional InterestLiquidated Damages, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Company shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any Liquidated Damages (without regard to any applicable grace period), ) at the same rate to the extent lawful. In The Company shall make all interest, premium, if any, Liquidated Damages, if any, and principal payments by wire transfer of immediately available funds to any Holder who shall have given written directions to the event that Company or the Issuers are required Paying Agent to pay Additional Interest to Holders make such payments by wire transfer pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) wire transfer instructions supplied to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days Company or the Paying Agent by such Holder on or prior to the proposed payment date for applicable record date. All other payments on Notes shall be made at the Additional Interestoffice or agency of the Paying Agent and Registrar within the City and State of New York unless the Company elects to make interest payments by check mailed to the Holders at their address set forth in the register of Holders. Payments in respect of Notes represented by a Global Note (including interest, premium, if any, Liquidated Damages, if any, and the Additional Interest Notice principal payments) shall set forth the amount be made by wire transfer of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect immediately available funds to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestaccounts specified by DTC.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, premium onpremium, if any, Special Interest, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Special Interest, if any, will and interest shall be considered paid on the date due if the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereofSubsidiary, holds as of 10:00 a.m. (New York City Time) noon Eastern Time on the due date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interestinterest then due; provided that with respect to the Senior Toggle Notes, for any interest period, if anythe Issuer elects to pay interest on the Senior Toggle Notes entirely by increasing the principal amount of the outstanding Senior Toggle Notes or by issuing PIK Notes (“ PIK Interest ”) or paying 50.0% of such interest in the form of PIK Interest (“ Partial PIK Interest ”), in each case, in the matter provided in the Senior Toggle Notes, then dueall such interest paid in the form of PIK Interest or Partial PIK Interest shall be considered paid or duly provided for, for all purposes of this Indenture, and shall not be considered overdue. If a payment date is not a Business Day, payment may be made on the next succeeding day that is a Business Day, and for the avoidance of doubt, no additional interest or other amounts shall be payable in respect of the interest period for which such payment is made as a result of such extension of time. The Issuers will Issuer shall pay all Additional Special Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any Special Interest (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. 28- The Issuers will Company shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided PROVIDED in the Notes. The Notes will mature on July 1, 2004. Notes will accrue interest at 12 1/8% per annum from the Exchange Date or from the most recent interest payment date to which interest has been paid or duly provided for. Interest will be payable semiannually on April 1, and October 1 of each year beginning of the first such date to occur after the Exchange Date, to the holders of record on the immediately preceding March 15 and September 15, respectively. Interest on the Notes may, at the option of the Company, be paid in cash or by issuing additional Notes in a aggregate principal amount equal to the amount of such interest. Interest on overdue principal and (to the extent permitted by law) on overdue installments of interest will accrue at a rate equal to the rate borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months. The Notes will be payable both as to principal and interest at the office or agency of the Company maintained for such purpose or, at the option of the Company, payment of interest may be made by check mailed to the holders of the Company Notes at their respective addresses set forth in the register of holders of Notes. Until otherwise designated by the Company, the Company's office or agency will be the office of the Trustee maintained for such purpose. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary thereofCompany, holds as of 10:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, interest then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Company shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium onpremium, if any, on, and interest and Additional Interestinterest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interestinterest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereofof the Company, holds as of 10:00 11:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than equal to the then applicable interest rate on the Notes plus 2.000% to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interestinterest, if any (without regard after giving effect to any the applicable grace periodperiod in Section 6.01(b)), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementThe Company may at any time, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, purpose of obtaining satisfaction and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or discharge with respect to the natureNotes or for any other purpose, extentpay, or calculation of direct any Paying Agent to pay, to the amount of Additional Interest owedTrustee all sums held in trust by the Company or such Paying Agent, such sums to be held by the Trustee upon the same terms as those upon which such sums were held by the Company or such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. Subject to any applicable abandoned property law, any money deposited with the method employed Trustee or any Paying Agent, or then held by the Company, in such calculation trust for the payment of the Additional Interestprincipal of, premium, if any, or interest on any Note and remaining unclaimed for two years after such principal, and premium, if any, or interest has become due and payable shall be paid to the Company on its request, or (if then held by the Company) shall be discharged from such trust; and the Holder of such Note shall thereafter look only to the Company for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as trustee thereof, shall thereupon cease.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in this Indenture and the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 11:00 a.m. (New York City Time) time, on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interestinterest and Additional Interest, if any, then due. Such Paying Agent will return to the Company promptly, and in any event, no later than five Business Days following the date of payment, any money (including accrued interest and Additional Interest, if any) that exceeds such amount of principal, premium, if any, and interest and Additional Interest, if any, paid on the Notes. The Issuers Company will pay all Additional Interest, if any, in the same manner manner, on the dates and in the amounts set forth in the Registration Rights Agreement, the Notes and this Indenture. If a payment date is a Legal Holiday at a place of payment, payment may be made at that place on the next succeeding day that is not a Legal Holiday, and no interest or Additional Interest, if any, will accrue on such payment for the intervening period. The Issuers Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal and premium, if any, from time to time on demand at a rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace periodperiods), from time to time on demand at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the and Additional Interest, and if any, will be computed on the Additional Interest Notice shall set forth the amount basis of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation a 360-day year of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interesttwelve 30-day months.

Payment of Notes. The Issuers will pay or cause to be paid the principal of, premium onpremium, if any, on, and interest and Additional Interestinterest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interestinterest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary thereofof the Company, holds as of 10:00 11:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interestinterest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementThe Company may at any time, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, purpose of obtaining satisfaction and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or discharge with respect to the natureNotes or for any other purpose, extentpay, or calculation of direct any Paying Agent to pay, to the amount of Additional Interest owedTrustee all sums held in trust by the Company or such Paying Agent, such sums to be held by the Trustee upon the same terms as those upon which such sums were held by the Company or such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. Any money deposited with the method employed Trustee or any Paying Agent, or then held by the Company, in such calculation trust for the payment of the Additional Interestprincipal of, premium, if any, or interest on any Note and remaining unclaimed for two years after such principal, and premium, if any, or interest has become due and payable shall be paid to the Company on its request, or (if then held by the Company) shall be discharged from such trust; and the Holder of such Note shall thereafter look only to the Company for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as Trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, shall, at the expense of the Company, cause to be published once, in The New York Times or The Wall Street Journal (national edition), notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining will be repaid to the Company.

Payment of Notes. The Issuers will pay or cause to be paid the principal of, premium onpremium, if any, on, and interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Parent or a Subsidiary thereofany of its Subsidiaries, holds as of 10:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, interest then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In The Issuers shall notify the event that Trustee in writing of the Issuers are required to pay amounts and payment dates of any Additional Interest to Holders pursuant to the that may become payable under any Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder of Notes to determine the any Additional Interest, or with respect to the nature, extent, extent or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest. Notwithstanding anything to the contrary contained in this Indenture, the Issuers may, to the extent required to do so by law, deduct or withhold income or other similar taxes imposed by the United States of America from principal or interest payments on the Notes.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interestinterest then due; provided that interest which, under the Notes, may be paid with Additional Notes shall be considered paid on the date due if the Paying Agent, if anyother than the Issuer or a Subsidiary thereof, holds as of 10:00 A.M. Eastern Time on the due date Additional Notes or a combination of Additional Notes and money deposited by the Issuer in immediately available funds sufficient to pay all interest then due. The Issuers will Issuer shall pay all Additional InterestLiquidated Damages, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Issuer shall notify the Trustee of the amount of Liquidated Damages, if any, within one day of any payment date. In the absence of such notice, the Trustee is conclusively entitled to assume that no Liquidated Damages are payable under the Registration Rights Agreement. The Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Lawbankruptcy law) on overdue principal at a the rate that is equal to 1% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any Liquidated Damages (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, interest and premium onand Additional Amounts, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premiuminterest, premium and Additional Amounts, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Principal Paying Agent, receives such payment in the manner provided in the Notes. Principal, premium, if any, Additional Amounts, if any, and interest shall be considered paid on the date due if the Issuer holds, in an account with the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) on the Business Day prior to the due date date, money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, Additional Amounts, if any, and interestinterest then due. On one business day prior to the due date of the principal, premium, if any, then due. The Issuers will and interest on any Notes, the Issuer shall deposit in an account with the Principal Paying Agent money in immediately available funds sufficient to pay all Additional Interestsuch principal, premium, if any, and interest so becoming due on the due date for payment under the Notes and subject to the receipt of such money, the Principal Paying Agent shall make payment on the Notes in accordance with this Indenture. Principal of, interest, premium and Additional Amounts, if any, on Global Notes will be payable at the corporate trust office or agency of the Principal Paying Agent maintained in the same manner City of London for such purposes, at the corporate trust office or agency of the Paying Agent maintained in the Borough of Manhattan, City of New York, for such purposes and, for as long as any Notes are admitted to trading on the dates Euro MTF Market and listed on the official list of the Luxembourg Stock Exchange, at the office of the Paying Agent appointed in Luxembourg. All payments on the amounts set forth Global Notes will be made by transfer of immediately available funds to an account of the Holder of the Global Notes in accordance with instructions given by that Holder. Principal of, interest, premium and Additional Amounts, if any, on any Definitive Registered Notes will be payable at the Registration Rights Agreementcorporate trust office or agency of any Paying Agent in any location required to be maintained for such purposes pursuant to Section 2.03. In addition, interest on Definitive Registered Notes may be paid by check mailed to the person entitled thereto as shown on the Register for such Definitive Registered Notes. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is equal to 1% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will . The Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will No later than 10:00 a.m. (London time) on the Business Day prior to a payment date, the Issuer shall pay or cause to be paid the principal of, interest and premium onand Additional Amounts, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes and this Indenture. Principal, interest, premium, if any, and Additional Amounts, if any, shall be considered paid on the date due if the Paying Agent receives such payment by such time in the manner provided in the Notes. Principal, premium, if any, and interest and Additional InterestAmounts, if any, will and interest shall be considered paid on the date due if the Issuer holds, in an account with the Paying Agent, if other than the Issuers Issuer, the Parent Guarantor or a Subsidiary thereof, holds as of by 10:00 a.m. (New York City TimeLondon time) on the Business Day prior to the due date date, money deposited or caused to be deposited by or on behalf of the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interestAdditional Amounts, if any, and interest then due. The Issuers will pay all Additional InterestPrincipal of, interest, premium, if any, and Additional Amounts, if any, on the Notes will be payable at the corporate trust office or agency of the Principal Paying Agent maintained in the same manner City of London for such purposes and, for so long as any Notes are admitted to trading on the dates Euro MTF and listed on the Official List of the Luxembourg Stock Exchange, at the office of the Paying Agent appointed in Luxembourg. All payments on the amounts set forth Global Notes shall be made by transfer of immediately available funds to an account of the Holder of the Global Notes in accordance with instructions given by that Holder. Principal of, interest, premium, if any, and Additional Amounts, if any, on any Definitive Registered Notes will be payable at the Registration Rights Agreementcorporate trust office or agency of any Paying Agent in any location required to be maintained for such purposes pursuant to Section 2.03. In addition, interest on Definitive Registered Notes may be paid by check mailed to the person entitled thereto as shown on the Register for such Definitive Registered Notes. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they will . The Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the NotesNotes and this Indenture. PrincipalAn installment of principal or cash interest shall be considered paid on the date it is due if the Trustee or Paying Agent holds as of 10:00 a.m., premiumNew York City time, if anyon that date money designated for and sufficient to pay such installment. Interest payable on the Interest Payment Date of April 15, 2018 will be paid entirely in PIK Interest. In the event that the Issuer determines to pay PIK Interest for any other interest period, then the Issuer will deliver a notice (a “PIK Notice”) to the Trustee no later than five (5) Business Days prior to the Record Date with respect to the applicable Interest Payment Date, which notice will state the total amount of interest to be paid on the Interest Payment Date and the amount of such interest and Additional to be paid as PIK Interest. The Trustee, if anyon behalf of the Issuer, will promptly deliver a corresponding notice provided by the Issuer to the Holders. PIK Interest will be considered paid on the date due if on such date the Paying AgentTrustee has received (i) with respect to any Global Notes, if other than an Authentication Order to increase the Issuers or a Subsidiary thereofbalance of such Global Notes to reflect such PIK Interest and (ii) with respect to any Definitive Notes, holds as of 10:00 a.m. (New York City Time) on the due date money deposited PIK Interest Notes duly executed by the Issuers Issuer and any applicable notations of guarantee to be endorsed thereon duly executed by each Guarantor together with an Authentication Order requesting the authentication of such PIK Interest Notes by the Trustee. In connection with the payment of PIK Interest in immediately available funds respect of the Notes, the Issuer will, without the consent of Holders (and designated for and sufficient without regard to pay all principalany restrictions or limitations set forth under this Article Four), premiumincrease the outstanding principal amount of the Global Notes, if any, and interestissue PIK Interest Notes under this Indenture with respect to any Definitive Notes, if any. Interest will be payable, at the election of the Issuer, in whole or, to the extent consistent with the procedures of the Depository, in part (i) as cash interest and/or (ii) by increasing the principal amount of the outstanding Global Notes, if any, then due. The Issuers will pay all Additional Interestand by issuing PIK Interest Notes with respect to the Definitive Notes, if anyany (“PIK Interest”). If the Issuer fails to timely make an election with respect to payment of interest on any Interest Payment Date (other than the Interest Payment Date of April 15, 2018), then interest shall be payable on such date in the same manner form as paid with respect to the immediately preceding Interest Payment Date; provided, that the Issuer shall provide an Authentication Order to the Trustee in accordance with the preceding paragraph on each Interest Payment Date on which the dates and in Issuer will pay PIK Interest whether or not the amounts set forth in the Registration Rights AgreementIssuer makes an election to pay PIK Interest with respect to such Interest Payment Date. The Issuers will Issuer shall pay interest on overdue principal (including post-petition interest in any a proceeding under any Bankruptcy Law) on ), and overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes interest, to the extent lawful; they will pay interest (including post-petition interest , in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), cash at the same rate to specified in the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional InterestNotes.

Payment of Notes. The Issuers will shall promptly pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the NotesNotes and in this Indenture. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary thereof, holds as of 10:00 by 11:00 a.m. (New York City Timetime) on such date the due date Trustee or the Paying Agent holds in accordance with this Indenture money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interestinterest then due and the Trustee or the Paying Agent, as the case may be, is not prohibited from paying such money to the Holders on that date pursuant to the terms of this Indenture. The Issuers shall pay interest on overdue principal at the rate specified therefor in the Notes. The portion of the proceeds of the Notes issued on the Issue Date borrowed by the U.S. Co-Issuer and the portion of the proceeds of the Notes issued on the Issue Date borrowed by the Dutch Co-Issuer shall be posted after the Issue Date on the website of any of the Issuers, a direct or indirect parent of the Issuers or on a non-public, password-protected website maintained by any of the Issuers, a direct or indirect parent of the Issuers or a third party, in the manner described in Section 3.2 in a notice setting forth such amounts. Any subsequent changes to such allocation shall promptly be posted in one of the same manners. Although the Notes are co-issued by the U.S. Co-Issuer and the Dutch Co-Issuer and, therefore, each Issuer is liable for repayment of the Notes in their entirety, for tax purposes the Issuers hereby agree, and by acquiring an interest in the Notes each beneficial owner of a Note agrees, to treat for U.S. federal income tax purposes the U.S. Co-Issuer and the Dutch Co-Issuer, respectively, as the issuer of only the portion, if any, then dueof the debt borrowed by each such Issuer. The Issuers will pay all Additional InterestNotwithstanding the foregoing, if anyany Issuer or any other Payor may withhold from any interest payment made on any Note to or for the benefit of any person who is not a “United States person,” as such term is defined for U.S. federal income tax purposes, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest U.S. federal withholding tax (including post-petition interest in any proceeding withholding imposed under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes FATCA), and pay such withheld amounts to the extent lawful; they will pay interest Internal Revenue Service, unless such person provides documentation to such Issuer or other Payor such that an exemption from U.S. federal withholding tax (including post-petition any withholding imposed under FATCA) would apply to such payment if interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine Note were treated entirely as income from sources within the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional InterestUnited States for U.S. federal income tax purposes.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, premium oninterest, and premium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in this Indenture and in the Notes. The Issuer shall pay interest quarterly in arrears on each Interest Payment Date, commencing March 31, 2004. Interest shall be paid on each Interest Payment Date in an amount equal to the interest accrued for the period beginning from the Issue Date, or from the most recent date to which interest has been paid. All interest due and payable on the Notes shall be paid in cash, except that the Issuer may at its option, make such Payments by check mailed to the address of the Person entitled thereto as it appears in the Register. Interest on the Notes shall be computed on the basis of a 360-day year of twelve 30-day months. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Trustee or Paying Agent, if Agent (other than the Issuers Issuer or a Subsidiary any Affiliate thereof, ) holds as of 10:00 a.m. (New York City Time) on the due that date money deposited by the Issuers in immediately available funds and Payments designated for and sufficient to pay all principalsuch installment and the Trustee or Paying Agent has not received instructions from the Issuer not to make such payment or is not prohibited from Paying such Payments to the Holders of the Notes pursuant to this Indenture. If a Specified Event of Default has occurred, premium, if any, the Notes shall bear interest at a rate per annum equal to two and interest, if any, then due. The Issuers will pay all Additional Interest, if any, one-half percent (2.50%) in excess of the same manner interest rate otherwise applicable to the Notes until the date on which such Specified Event of Default is cured or waived in accordance with Section 7.3; the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Lawinterest) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will No later than 10 a.m. (London time) on the Business Day prior to a payment date, the Issuer shall pay or cause to be paid the principal of, interest and premium onand Additional Amounts, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes and this Indenture. Principal, interest, premium and Additional Amounts, if any, shall be considered paid on the date due if the Paying Agent receives such payment by such time in the manner provided in the Notes. Principal, premium, if any, and interest and Additional InterestAmounts, if any, will and interest shall be considered paid on the date due if the Issuer holds, in an account with the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereof, holds as of 10:00 by 10 a.m. (New York City TimeLondon time) on the Business Day prior to the due date date, money deposited by the Issuers in immediately available funds Issuer. Principal of, interest, premium and designated for and sufficient to pay all principal, premiumAdditional Amounts, if any, on the Notes will be payable at the corporate trust office or agency of the Paying Agent maintained in London, England, for such purposes. All payments on the Global Notes shall be made by transfer of immediately available funds to an account of the Holder of the Global Notes in accordance with instructions given by that Xxxxxx. Principal of, interest, premium and interestAdditional Amounts, if any, then dueon any Definitive Registered Notes will be payable at the corporate trust office or agency of any Paying Agent in any location required to be maintained for such purposes pursuant to Section 2.03. In addition, interest on Definitive Registered Notes may be paid by check mailed to the person entitled thereto as shown on the Security Register for such Definitive Registered Notes. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Issuer shall pay interest (including post-petition postpetition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is equal to one percent (1% higher than %) per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will . The Issuer shall pay interest (including post-post petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will Revel shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Revel or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Revel in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, interest then due. The Issuers will On any interest payment date on which Revel pays PIK Interest (a “PIK Payment”) with respect to a Note, the Trustee shall (i) in the case of a Global Note, increase the principal amount of such Global Note by an amount equal to the interest payable, rounded up to the nearest $1,000, or (ii) in the case of a Definitive Note, by issuing PIK Notes to the Holder of such Definitive Note, in an amount equal to the interest payable, rounded down to the nearest whole dollar, in each case for the relevant interest period on the principal amount of such Note as of the relevant record date for such interest payment date, to the credit of the Holders on such record date and an adjustment shall be made on the books and records of the Trustee with respect to such Note to reflect such increase. On any interest payment date on which Revel makes a PIK Payment by issuing Definitive Notes (a “PIK Note”), the principal amount of any such PIK Note issued to any Holder, for the relevant interest period as of the relevant record date for such interest payment date, shall be rounded down to the nearest whole dollar. PIK Interest shall be considered paid on the date due if on such date the Trustee has received (i) a written order from Revel signed by one Officer to increase the balance of any Global Note to reflect such PIK Interest or (ii) PIK Notes duly executed by Revel together with a written order of Revel signed by one Officer requesting the authentication of such PIK Notes by the Trustee. Revel shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at the rate equal to the then applicable interest rate on the Notes to the extent lawful; they shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest (without regard to any applicable grace period) at the same rate to the extent lawful. Any references in this Indenture to “interest” the due shall be deemed to include any Special Interest then due pursuant to the provisions of the Registration Rights Agreement. Revel shall pay all Additional Special Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium on, if any, and interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers Company will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are Issuer is required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers Issuer will provide written notice (“Additional Interest Notice”) to the Trustee of their its obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers Issuer on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers Issuer will pay or cause to be paid the principal of, premium onpremium, if any, on, and interest and Additional Interestinterest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interestinterest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereofof the Company, holds as of 10:00 11:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers Issuer will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than equal to the then applicable interest rate on the Notes of the applicable series to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interestinterest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementThe Company may at any time, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, purpose of obtaining satisfaction and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or discharge with respect to the natureNotes or for any other purpose, extentpay, or calculation of direct any Paying Agent to pay, to the amount of Additional Interest owedTrustee all sums held in trust by the Company or such Paying Agent, such sums to be held by the Trustee upon the same terms as those upon which such sums were held by the Company or such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. Any money deposited with the method employed Trustee or any Paying Agent, or then held by the Company, in such calculation trust for the payment of the Additional Interestprincipal of, premium, if any, or interest on any Note and remaining unclaimed for two years after such principal, and premium, if any, or interest has become due and payable shall be paid to the Company on its request, or (if then held by the Company) shall be discharged from such trust; and the Holder of such Note shall thereafter look only to the Company for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, shall, at the expense of the Company, cause to be published once, in The New York Times or The Wall Street Journal (national edition), notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining will be repaid to the Company.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium on, if any, and interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 11:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, interest and interestAdditional Interest, if any, then due. Such Paying Agent shall return to the Company promptly, and in any event, no later than five Business Days following the date of payment, any money (including accrued interest) that exceeds such amount of principal, premium, if any, interest and Additional Interest, if any, paid on the Notes. The Issuers Company will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement, the Notes and this Indenture. The Issuers Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in the NotesNotes and this Indenture. Principal, premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, interest then due. The Issuers Company will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal and premium, if any, at a the rate that is 1equal to 2% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant The Company shall deliver to the Registration Rights AgreementTrustee, the Issuers will provide written notice (“Additional Interest Notice”) at least five Business Days before an interest payment date, an Officer’s Certificate certifying as to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest due on such interest payment date. If the Trustee does not receive notice from the Company of an event in respect of which Additional Interest is required to be paid by or does not receive an Officer’s Certificate from the Issuers Company five Business Days before any interest payment date, the Trustee shall be entitled to assume that no Additional Interest is due on such interest payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will Company shall promptly pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the NotesNotes and in this Indenture. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if on such date the Trustee or the Paying Agent, if other than the Issuers or a Subsidiary thereof, Agent holds as of 10:00 a.m. (New York City Time) on the due date money deposited by the Issuers in accordance with this Indenture immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interestinterest then due and the Trustee or the Paying Agent, if anyas the case may be, then dueis not prohibited from paying such money to the Holders on that date pursuant to the terms of this Indenture. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Company shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than specified therefor in the then applicable interest rate on the Notes to the extent lawful; they will Notes, and it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In The Company and any Subsidiary Guarantors will pay any present or future stamp, court or documentary taxes or any other excise or property taxes, charges or similar levies that arise in any jurisdiction from the event that execution, delivery, enforcement or registration of the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementNotes, the Issuers will provide written notice Subsidiary Guarantees (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interestif any), and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at this Indenture or any time be under any duty other document or responsibility to any Holder to determine the Additional Interestinstrument in relation thereof, or the receipt of any payments with respect to the natureNotes or any Subsidiary Guarantees, extentexcluding such taxes, charges or similar levies imposed by any jurisdiction outside of the United States, the jurisdiction of incorporation of any successor of the Company or any Subsidiary Guarantor or any jurisdiction in which a Paying Agent is located, other than those resulting from, or calculation required to be paid in connection with, the enforcement of the amount Notes, the Subsidiary Guarantees or any other such document or instrument following the occurrence of Additional Interest owed, or any Event of Default with respect to the method employed Notes. The Company or the Subsidiary Guarantors, if any, will agree to indemnify the Holders for any such taxes paid by such Holders. Notwithstanding anything to the contrary contained in such calculation this Indenture, the Company or any Subsidiary Guarantor may, to the extent it is required to do so by law, deduct or withhold income or other similar taxes imposed by the United States of the Additional InterestAmerica from principal, premium or interest payments hereunder.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium onand premium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the NotesNotes and this Indenture. PrincipalPrincipal of, and premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Domestic Subsidiary thereof, holds as of 10:00 11:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principalprincipal of, and premium, if any, interest and interestAdditional Interest, if any, then due. The Issuers Company will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal and premium, if any, at a the rate that is equal to 1% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In Notwithstanding anything to the event that contrary contained in this Indenture, the Issuers are Company may, to the extent it is required to pay Additional Interest to Holders pursuant to do so by law and without the Registration Rights Agreementpayment of any additional or gross up amounts with respect thereto, deduct or withhold income or other similar taxes imposed by the Issuers will provide written notice (“Additional Interest Notice”) to laws of the Trustee United States, any state of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for United States or the District of Columbia from any payments of principal, or premium, if any, interest or Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interestif any, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interesthereunder.

Payment of Notes. The Issuers will pay or cause to be paid the principal of, premium on, if any, and interest and Additional Interest, if any, on, Company shall promptly make all payments in respect of the Notes on the dates and in the manner provided in the NotesNotes or pursuant to this Indenture. PrincipalAny amounts of cash and/or shares of Common Stock to be given to the Trustee, premiumthe Paying Agent or the Conversion Agent shall be deposited by the Company with the Trustee, the Paying Agent or the Conversion Agent by the Open of Business on the required date. The Company may, at its option, make payments in respect of the Notes by check mailed to a Holder’s registered address (or, if anyrequested by a Holder of more than $2,000,000 principal amount of the Notes, by wire transfer in immediately available funds to that Holder’s account within the United States designated by such Holder in written notice to the Registrar by the Close of Business on the Regular Record Date or other record date relating to such payment, which notice shall remain effective until withdrawn by such Holder in a subsequent written notice to the Registrar) or, with respect to Global Notes, by wire transfer in immediately available funds. The Company shall make any required interest (including any Additional Interest) payments to the Person in whose name each Note is registered at the Close of Business on the Regular Record Date for such interest payment. The Company shall, on or before each due date of the principal (including the Redemption Price, if applicable, and interest the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest, including Additional Interest, if any, will be considered paid on on, the Notes or each date when delivery of cash and, if applicable, shares of Common Stock are due if upon conversion of a Note, as applicable, deposit with the Paying Agent or the Conversion Agent, if other than the Issuers or as applicable, a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) on the due date money deposited by the Issuers in immediately available funds and designated for and sum sufficient to pay all principal, premiumsuch principal (including the Redemption Price, if anyapplicable, or the Fundamental Change Repurchase Price, if applicable) or accrued and unpaid interest, if any, then due. The Issuers will pay all including Additional Interest, if any, in and such settlement obligations upon conversion, and (unless such Paying Agent or such Conversion Agent, as applicable, is the same manner Trustee) the Company will promptly notify the Trustee of any failure to take such action; provided that if such deposit is made on the dates and in applicable due date, such deposit must be received by the amounts set forth in Paying Agent no later than 10:00 a.m., New York City time, on such date. If the Registration Rights Agreement. The Issuers will pay interest Company shall act as its own Paying Agent, it will, on or before each due date of the principal (including post-petition interest in any proceeding under any Bankruptcy Lawthe Redemption Price, if applicable, and the Fundamental Change Repurchase Price, if applicable) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will pay interest (of, and accrued and unpaid interest, including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period)any, at on, the same rate to Notes, set aside, segregate and hold in trust as provided in Section 2.04 for the extent lawful. In benefit of the event that Holders of the Issuers are required Notes a sum sufficient to pay Additional Interest to Holders pursuant to such principal (including the Registration Rights AgreementRedemption Price, if applicable, and the Issuers Fundamental Change Repurchase Price, if applicable) and accrued and unpaid interest so becoming due and will provide written notice (“Additional Interest Notice”) to promptly notify the Trustee in writing of their obligation any failure to pay Additional Interest no later than fifteen take such action and of any failure by the Company to make any payment of the principal (15including the Redemption Price, if applicable, and the Fundamental Change Repurchase Price, if applicable) days prior to the proposed payment date for the of, or accrued and unpaid interest, including Additional Interest, if any, on, the Notes when the same shall become due and payable. The principal, accrued and unpaid interest (including Additional Interest), if any, the Additional Interest Notice Fundamental Change Repurchase Price, if applicable, or the Redemption Price, if applicable, of the Notes being repaid, repurchased or redeemed, if applicable, shall set forth be considered paid on the amount applicable date due if on such date the Trustee or the Paying Agent holds, in accordance with the foregoing provisions of Additional Interest this Section 4.01, cash sufficient to pay all such amounts then due. Nothing herein shall preclude the withholding of any taxes required by law to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty withheld or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestdeducted.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal of, premium on, if any, Principal of and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the NotesNotes and this Indenture. Principal, premiumThe interest on the Notes shall be payable only to the Holders thereof and at the option of the Company may be paid by mailing checks for such interest payable to or upon the written order of such Holders at their last addresses as they appear on the Note Register of the Company. Notwithstanding any provisions of this Indenture and the Notes to the contrary, if anythe Company and a Holder of any Note so agree, payments of interest on, and any portion of the Principal of, such Xxxxxx’s Note (other than interest and Additional Interest, if any, will payable at maturity or on any redemption or repayment date or the final payment of Principal on such Note) shall be considered paid on the date due if made by the Paying Agent, if other than upon receipt from the Issuers or a Subsidiary thereofCompany of immediately available funds by 11:00 A.M., holds as of 10:00 a.m. (New York City Timetime (or such other time as may be agreed to between the Company and the Paying Agent), directly to the Holder of such Note (by Federal funds wire transfer or otherwise) on if the due Holder has delivered written instructions to the Trustee 15 days prior to such payment date money deposited by requesting that such payment will be so made and designating the Issuers in immediately available funds and designated for and sufficient bank account to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates which such payments shall be so made and in the amounts set forth case of payments of Principal, surrenders the same to the Trustee in exchange for a Note or Notes aggregating the Registration Rights Agreementsame principal amount as the unredeemed principal amount of the Notes surrendered. The Issuers Trustee shall be entitled to rely on the last instruction delivered by the Holder pursuant to this Section 4.01 unless a new instruction is delivered 15 days prior to a payment date. The Company will indemnify and hold each of the Trustee and any Paying Agent harmless against any loss, liability or expense (including attorneys’ fees) resulting from any act or omission to act on the part of the Company or any such Holder in connection with any such agreement or from making any payment in accordance with any such agreement. The Company shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable Principal, and interest rate on the Notes overdue installments of interest, to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to per annum specified in the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional InterestNotes.

Payment of Notes. The Issuers will pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, interest then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is equal to 1% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementThe Company may at any time, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, purpose of obtaining satisfaction and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or discharge with respect to the natureNotes or for any other purpose, extentpay, or calculation of direct any Paying Agent to pay, to the amount of Additional Interest owedTrustee all sums held in trust by the Company or such Paying Agent, such sums to be held by the Trustee upon the same terms as those upon which such sums were held by the Company or such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. Any money deposited with the method employed Trustee or any Paying Agent, or then held by the Company, in such calculation trust for the payment of the Additional Interestprincipal of, premium, if any, or interest on any Note and remaining unclaimed for two years after such principal, and premium, if any, or interest has become due and payable shall be paid to the Company on its request, or (if then held by the Company) shall be discharged from such trust; and the Holder of such Note shall thereafter look only to the Company for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as trustee thereof, shall thereupon cease.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal of, premium on, if any, Principal of and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the NotesNotes and this Indenture. Principal, premiumThe interest on the Notes shall be payable only to the Holders thereof and at the option of the Company may be paid by mailing checks for such interest payable to or upon the written order of such Holders at their last addresses as they appear on the Note Register of the Company. Notwithstanding any provisions of this Indenture and the Notes to the contrary, if anythe Company and a Holder of any Note so agree, payments of interest on, and any portion of the Principal of, such Holder's Note (other than interest and Additional Interest, if any, will payable at maturity or on any redemption or repayment date or the final payment of Principal on such Note) shall be considered paid on the date due if made by the Paying Agent, if other than upon receipt from the Issuers or a Subsidiary thereofCompany of immediately available funds by 11:00 A.M., holds as of 10:00 a.m. (New York City Timetime (or such other time as may be agreed to between the Company and the Paying Agent), directly to the Holder of such Note (by Federal funds wire transfer or otherwise) on if the due Holder has delivered written instructions to the Trustee 15 days prior to such payment date money deposited by requesting that such payment will be so made and designating the Issuers in immediately available funds and designated for and sufficient bank account to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates which such payments shall be so made and in the amounts set forth case of payments of Principal, surrenders the same to the Trustee in exchange for a Note or Notes aggregating the Registration Rights Agreementsame principal amount as the unredeemed principal amount of the Notes surrendered. The Issuers Trustee shall be entitled to rely on the last instruction delivered by the Holder pursuant to this Section 4.01 unless a new instruction is delivered 15 days prior to a payment date. The Company will indemnify and hold each of the Trustee and any Paying Agent harmless against any loss, liability or expense (including attorneys' fees) resulting from any act or omission to act on the part of the Company or any such Holder in connection with any such agreement or from making any payment in accordance with any such agreement. The Company shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable Principal, and interest rate on the Notes overdue installments of interest, to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to per annum specified in the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional InterestNotes.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium onpremium, if any, on, and interest and Additional Interestinterest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interestinterest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereofof the Company, holds as of 10:00 11:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interestinterest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights AgreementThe Company may at any time, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, purpose of obtaining satisfaction and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or discharge with respect to the natureNotes or for any other purpose, extentpay, or calculation of direct any Paying Agent to pay, to the amount of Additional Interest owedTrustee all sums held in trust by the Company or such Paying Agent, such sums to be held by the Trustee upon the same terms as those upon which such sums were held by the Company or such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. Any money deposited with the method employed Trustee or any Paying Agent, or then held by the Company, in such calculation trust for the payment of the Additional Interestprincipal of, premium, if any, or interest on any Note and remaining unclaimed for two years after such principal, and premium, if any, or interest has become due and payable shall be paid to the Company on its request, or (if then held by the Company) shall be discharged from such trust; and the Holder of such Note shall thereafter look only to the Company for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as Trustee thereof, shall thereupon cease.

Payment of Notes. The Issuers will Company shall pay or cause to be paid interest on the principal of, premium on, if any, and interest and Additional Interest, if any, on, Notes as provided in the Notes. The Company shall promptly make all payments in respect of the Notes on the dates and in the manner provided in the NotesNotes or pursuant to this Indenture. PrincipalAccreted Principal Amount, premiumRedemption Price, if anyPurchase Price and Fundamental Change Purchase Price and accrued and unpaid interest, and interest Contingent Interest and Additional Interest, if any, will shall be considered paid on the applicable date due if the Paying Agentby 10:00 a.m., if other than the Issuers or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) time, on such date the due date money deposited by the Issuers Paying Agent holds, in immediately available funds and designated for and accordance with this Indenture, cash or securities, if permitted hereunder, sufficient to pay all principal, premium, if any, and interest, if any, such amounts then due. The Issuers will Company shall, to the fullest extent permitted by law, pay all interest on overdue principal and overdue installments of interest, Contingent Interest and Additional Interest, if any, at the rate borne by the Notes per annum. All references in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on this Indenture or the Notes to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest shall, without duplication, be deemed to include Contingent Interest and Additional Interest, if any (without regard to any applicable grace period)any, at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders payable pursuant to the Registration Rights Agreement. Payment of the principal of and interest, Contingent Interest and Additional Interest, if any, on the Notes shall be in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. Subject to Section 3.1, Section 4.1 and Section 5.1, the Issuers will provide written notice Company shall pay interest, Contingent Interest and Additional Interest, if any, on the Notes to the Person in whose name the Notes are registered at the close of business on the Regular Record Date next preceding the corresponding Interest Payment Date. Any such interest, Contingent Interest and Additional Interest, if any, not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and may be paid (“Additional Interest Notice”a) to the Trustee Person in whose name the Notes are registered at the close of their obligation business on a Special Record Date for the payment of such defaulted interest, Contingent Interest and Additional Interest, if any, to pay Additional Interest no later be fixed by the Trustee, notice whereof shall be given to the Holders not less than fifteen (15) 10 calendar days prior to such Special Record Date or (b) at any time in any other lawful manner not inconsistent with the proposed requirements of any securities exchange on which the Notes may be listed, and upon such notice as may be required by such exchange. The Holder must surrender the Notes to the Paying Agent to collect payment date for the of principal. Payment of cash interest, Contingent Interest and Additional Interest, if any, on Certificated Securities in the aggregate Principal Amount at Issuance of $5,000,000 or less shall be made by check mailed to the address of the Person entitled thereto as such address appears in the Register, and the Additional payment of cash interest, Contingent Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the and Additional Interest, if any, on Certificated Securities in aggregate Principal Amount at Issuance in excess of $5,000,000 shall be made by wire transfer in immediately available funds at the election of such Holder. Notwithstanding the foregoing, so long as the Notes are registered in the name of a Depositary or its nominee, all payments with respect to the nature, extent, or calculation Notes shall be made by wire transfer of immediately available funds to the account of the amount of Depositary or its nominee. At the Stated Maturity, interest, Contingent Interest and Additional Interest owedInterest, if any, on Certificated Securities will be payable at the office or with respect to the method employed in such calculation agency of the Additional InterestCompany described in Section 6.5 herein.

Payment of Notes. The Issuers will Services shall pay or cause to be paid the principal of, premium onand premium, if any, and accrued and unpaid interest on and Additional InterestLiquidated Damages, if any, on, with respect to the Notes on the dates and in the manner provided in the Notes. PrincipalHolders of Notes must surrender their Notes to the Paying Agent to collect principal payments. Principal of, premium, if any, and interest accrued and Additional Interestunpaid interest, and Liquidated Damages, if any, will shall be considered paid on the date due if the Paying Agent, if Agent (other than Services, CCPR or any of the Issuers Subsidiaries), the Global Note Holder or a Subsidiary thereofeach Holder that has specified an account, holds holds, as of 10:00 a.m. (12:00 noon New York City Time) on the due date time, money Services deposited by the Issuers in immediately available funds and designated for and sufficient to pay in cash all principal of, premium, if any, and accrued and unpaid interest on, and Liquidated Damages, if any, then due; provided that, to the extent that the Holders have not specified accounts, such amounts shall be considered paid on the date due if Services mails a check for such amounts on such date. The Paying Agent shall return to Services, no later than five days following the date of payment, any money (including accrued interest) that exceeds the amount of principal, premium, if any, accrued and unpaid interest, and Liquidated Damages, if any, then duepaid on the Notes. The Issuers will Services shall pay all Additional InterestLiquidated Damages, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will If any Liquidated Damages become payable, Services shall not later than 3 Business Days prior to the date that any payment of Liquidated Damages is due, (i) deliver an Officers' Certificate to the Trustee setting forth the amount of Liquidated Damages payable to Holders and (ii) instruct the Paying Agent to pay such amount of Liquidated Damages to Holders entitled to receive such Liquidated Damages. To the extent lawful, Services shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Lawinterest) on (i) overdue principal and premium at a the rate that is equal to 1% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will pay interest Notes, compounded semi- annually and (including post-petition interest in any proceeding under any Bankruptcy Lawii) on overdue installments of interest and Additional Interest, if any Liquidated Damages (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall as set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interestin clause (i), or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestcompounded semi-annually.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium on, if any, and interest and Additional Special Interest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Special Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers Company will pay all Additional Special Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. Special Interest will be payable in arrears on each Interest Payment Date following accrual in the same manner as regular interest on the Notes. If Special Interest is payable on the Notes, the Company shall provide an Officer’s Certificate to the Trustee on or before the record date for each Interest Payment Date such Special Interest is payable setting forth the accrual period and the amount of such Special Interest in reasonable detail. The Issuers Trustee may provide a copy of such Officer’s Certificate or other notice received from the Company relating to Special Interest to any Holder upon request. Unless and until a Responsible Officer of the Trustee receives at the Corporate Trust Office such a certificate, the Trustee may assume without inquiry that no such Special Interest is payable. The Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Special Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. -28- The Issuers will Company shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided PROVIDED in the Notes. The Notes will mature on July 1, 2004. Notes will accrue interest at 12 1/8% per annum from the Exchange Date or from the most recent interest payment date to which interest has been paid or duly provided for. Interest will be payable semiannually on April 1, and October 1 of each year beginning of the first such date to occur after the Exchange Date, to the holders of record on the immediately preceding March 15 and September 15, respectively. Interest on the Notes may, at the option of the Company, be paid in cash or by issuing additional Notes in a aggregate principal amount equal to the amount of such interest. Interest on overdue principal and (to the extent permitted by law) on overdue installments of interest will accrue at a rate equal to the rate borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months. The Notes will be payable both as to principal and interest at the office or agency of the Company maintained for such purpose or, at the option of the Company, payment of interest may be made by check mailed to the holders of the Company Notes at their respective addresses set forth in the register of holders of Notes. Until otherwise designated by the Company, the Company's office or agency will be the office of the Trustee maintained for such purpose. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary thereofCompany, holds as of 10:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, interest then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Company shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal principal, Change of Control Purchase Price or Excess Cash Flow Purchase Price of, premium onand any accrued interest, if any, and interest and Additional Interest, if any, as the case may be (which shall include any Liquidated Damages as provided in the Registration Rights Agreement) on, the Notes on the dates and in the manner provided in the NotesNotes and this Indenture. PrincipalThe Company shall deposit with the Paying Agent in immediately available funds an amount sufficient to make cash payments due on such Interest Payment Date or Maturity Date, premiumas the case may be. If the Company is acting as Paying Agent, if anythe Company shall, on each Interest Payment Date and the Maturity Date, segregate and hold in trust an amount sufficient to make cash payments due on such Interest Payment Date or Maturity Date, as the case may be. An installment of principal, Change of Control Purchase Price or Excess Cash Flow Purchase Price of, or accrued interest and Additional Intereston, if any, will the Notes shall be considered paid on the date it is due if the Trustee or a Paying Agent, if Agent (other than the Issuers or a Subsidiary thereof, Company) holds as of 10:00 a.m. (New York City Time) on the due that date money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all such installment and is not prohibited from paying such money to the Holders on that date pursuant to the terms of this Indenture. The Company shall pay interest on overdue principal, premium, if any, Change of Control Purchase Price and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest Excess Cash Flow Purchase Price (including post-petition interest in any a proceeding under any Bankruptcy Law) on and overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes interest, to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to specified in the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional InterestNotes.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal of, premium onof or premium, if any, and interest and Additional Interest, if any, on, or interest on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 11:00 a.m. (New York City Timetime) on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, principal of or premium, if any, and interestAdditional Interest, if any, or interest on the Notes then due. The Issuers will Company shall pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Company shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any Interest (without regard to any applicable grace period), ) at the same rate to the extent lawful. In The Company shall make all interest, premium, if any, Additional Interest, if any, and principal payments by wire transfer of immediately available funds to any Holder who shall have given written directions to the event that Company or the Issuers are required Paying Agent to pay Additional Interest to Holders make such payments by wire transfer pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) wire transfer instructions supplied to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days Company or the Paying Agent by such Holder on or prior to the proposed payment date for applicable record date. All other payments on Notes shall be made at the office or agency of the Paying Agent and Registrar within the City and State of New York unless the Company elects to make interest payments by check mailed to the Holders at their address set forth in the register of Holders. Payments in respect of Notes represented by a Global Note (including interest, premium, if any, Additional Interest, if any, and the Additional Interest Notice principal payments) shall set forth the amount be made by wire transfer of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect immediately available funds to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestaccounts specified by DTC.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying AgentAgent or Trustee, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interestinterest and Additional Interest, if any, then due. The Issuers will pay all Additional InterestIf the maturity date, Interest Payment Date or any other payment date of the Notes falls on a day that is not a Business Day, the required payment of principal, premium, if any, in the same manner and interest will be made on the dates next succeeding Business Day as if made on the date such payment was due, and in no interest will accrue on such payment for the amounts set forth in period from and after the Registration Rights Agreementmaturity date to the date of such payment on the next succeeding Business Day. The Issuers will Company shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is equal to 1% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will if applicable, it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any any, (without regard to any applicable grace period), ) at the same rate to the extent lawful. In Additional Interest will be payable in arrears on each Interest Payment Date following accrual in the event that same manner as regular interest on the Issuers are required Notes. If Additional Interest is payable on the Notes, the Company shall provide an Officers’ Certificate to pay the Trustee on or before the record date for each Interest Payment Date such Additional Interest is payable setting forth the accrual period and the amount of such Additional Interest in reasonable detail. The Trustee may provide a copy of such Officers’ Certificate or other notice received from the Company relating to Additional Interest to Holders pursuant any Holder upon request. Unless and until a Responsible Officer of the Trustee receives at the Corporate Trust Office such a certificate, the Trustee may assume without inquiry that no such Additional Interest is payable. If the Company has paid Additional Interest directly to the Registration Rights AgreementPersons entitled to it, the Issuers will provide written notice (“Additional Interest Notice”) Company shall deliver to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set an Officers’ Certificate setting forth the amount particulars of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestpayment.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, premium onpremium, if any, Additional Interest, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will and interest shall be considered paid on the date due if the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereofSubsidiary, holds as of 10:00 a.m. (New York City Time) 12:00 p.m. Eastern Time on the due date money deposited by the Issuers Issuer in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest then due. Such Paying Agent shall return to the Issuer promptly, and in any event, no later than two Business Days following the date of payment, any money (including accrued interest) that exceeds such amount of principal, premium, if any, then dueand interest paid on the Notes. If a payment date is a Legal Holiday at a place of payment, payment may be made at that place on the next succeeding day that is not a Legal Holiday, and no interest shall accrue on such payment for the intervening period. The Issuers will Issuer shall pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any Interest (without regard to any applicable grace period), ) at the same rate to the extent lawful. In Interest shall be computed on the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee basis of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount a 360-day year comprised of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interesttwelve 30-day months.

Payment of Notes. The Issuers will Company shall pay or cause to be paid interest on the principal of, premium on, if any, and interest and Additional Interest, if any, on, Notes as provided in the Notes. The Company shall promptly make all payments in respect of the Notes on the dates and in the manner provided in the NotesNotes or pursuant to this Indenture. Principal, premiumRedemption Price, Purchase Price, Fundamental Change Purchase Price, and accrued and unpaid interest (including Contingent Interest and Additional Interest, if any) shall be considered paid on the applicable date due if by 10:00 a.m., New York City time, on such date the Paying Agent holds, in accordance with this Indenture, cash or securities, if permitted hereunder, sufficient to pay all such amounts then due. The Company shall, to the fullest extent permitted by law, pay interest on overdue principal and overdue installments of interest (including Contingent Interest and Additional Interest, if any) at the rate borne by the Notes per annum. All references in this Indenture or the Notes to interest shall, without duplication, be deemed to include Contingent Interest and Additional Interest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) on the due date money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders payable pursuant to the Registration Rights Agreement. Payment of the principal of and interest (including Contingent Interest and Additional Interest, if any) on the Notes shall be in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. Subject to Section 3.1, Section 4.1, Section 5.1 and Section 12.2, the Issuers will provide written notice Company shall pay interest (“including Contingent Interest and Additional Interest, if any) on the Notes to the Person in whose name the Notes are registered at the close of business on the Regular Record Date next preceding the corresponding Interest Notice”Payment Date. Any such interest (including Contingent Interest and Additional Interest, if any) not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and may be paid (a) to the Trustee Person in whose name the Notes are registered at the close of their obligation business on a Special Record Date for the payment of such defaulted interest (including Contingent Interest and Additional Interest, if any) to pay Additional Interest no later be fixed by the Company, notice of which shall be given to the Holders not less than fifteen (15) 10 calendar days prior to such Special Record Date or (b) at any time in any other lawful manner not inconsistent with the proposed requirements of any securities exchange on which the Notes may be listed, and upon such notice as may be required by such exchange. The Holder must surrender the Notes to the Paying Agent to collect payment date for the of principal. Payment of cash interest (including Contingent Interest and Additional Interest, and if any) on Certificated Securities in the Additional Interest Notice shall set forth the aggregate principal amount of Additional $5,000,000 or less shall be made by check mailed to the address of the Person entitled thereto as such address appears in the Register, and payment of cash interest (including Contingent Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the and Additional Interest, if any) on Certificated Securities in aggregate principal amount in excess of $5,000,000 shall be made by wire transfer in immediately available funds if requested in writing by the Holder, otherwise by check mailed to the address of the Holder. Notwithstanding the foregoing, so long as the Notes are registered in the name of a Depositary or its nominee, all payments with respect to the nature, extent, or calculation Notes shall be made by wire transfer of immediately available funds to the account of the amount of Depositary or its nominee. At the Stated Maturity, interest (including Contingent Interest and Additional Interest owedInterest, if any) on Certificated Securities will be payable at the office or with respect to the method employed in such calculation agency of the Additional InterestTrustee, Registrar, Paying Agent and Conversion Agent as described in Section 6.5 herein.

Payment of Notes. The Issuers will shall pay or cause to be paid the principal of, premium onof or premium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Notes Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Timetime) on the due date money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, principal of or premium, if any, and interestinterest and Additional Interest, if any, on the Notes then due. The Issuers will shall pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the a Registration Rights Agreement. The Issuers will shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is equal to 1% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any Interest (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the The Issuers are required shall make all interest, premium, if any, Additional Interest, if any, and principal payments by wire transfer of immediately available funds to pay Additional Interest any Holder who shall have given written directions to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days such effect and reasonably satisfactory on or prior to the proposed payment date for applicable record date. All other payments on Notes shall be made at the office or agency of the Paying Agent and Registrar unless the Issuers elect to make interest payments by check mailed to the Holders at their address set forth in the register of Holders. Payments in respect of Notes represented by a Global Note (including interest, premium, if any, Additional Interest, if any, and the Additional Interest Notice principal payments) shall set forth the amount be made by wire transfer of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect immediately available funds to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestaccounts specified by DTC.

Payment of Notes. The Issuers will Company shall promptly pay or cause to be paid the principal of, premium on, if any, of and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the NotesNotes and in this Indenture. Principal, premium, if any, and interest and Additional Interest, if any, will other amounts due on the Notes shall be considered paid on the date due if on such date the Trustee or the Paying Agent, if other than the Issuers or a Subsidiary thereof, Agent holds as of 10:00 a.m. (New York City Time) on the due date in accordance with this Indenture money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, premium, if any, such amounts then due and interest, if any, then duethe Trustee or the Paying Agent is not prohibited from paying such amounts to the Holders on such date pursuant to the terms of this Indenture. The Issuers will Company shall pay all Additional Interest, if any, interest on overdue principal at the rate specified therefor in the same manner Notes, on the dates and in the amounts set forth manner provided in the Registration Rights Agreement. The Issuers will Notes and in this Indenture and shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawfullawful on the dates and in the manner provided in the Notes and in this Indenture. Notwithstanding any other provision of this Indenture or the Notes, in the event the Company determines, with respect to any Interest Payment Date, that it has insufficient funds to timely pay the entire amount of the interest payment due on such Interest Payment Date, the Company may elect to defer such amount, and compound such amount (rounded to the nearest $1.00 with respect to any Holder) to principal, by providing written notice of such election (the "Election Notice') to the Trustee at least 10 days prior to, but no more than 45 days prior to, the record date for the applicable Interest Payment Date. Such election shall be accompanied by a statement, certified by an Officer, that the Company has determined that it has insufficient funds to make such interest payment; provided, however, that the Company, if it makes such an election to defer interest when due, shall defer all interest due on such Interest Payment Date and may not defer only a portion of any interest due on such Interest Payment Date. In the event that interest on the Issuers are required Notes is deferred and compounded to pay Additional Interest to Holders principal pursuant to the Registration Rights Agreement, foregoing: (i) such obligation of the Issuers will provide written notice (“Additional Interest Notice”) Company to the Trustee Holders shall be evidenced as additional principal owing pursuant to the Notes and this Indenture solely by memo entry recordation on the Company's books and records; (ii) such amount shall become due and payable on March 31, 2010, consistent with the original principal amounts owing under the Notes, (iii) interest shall accrue on such amount at the rate of their 9% per annum, and shall be due and payable on each subsequent Interest Payment Date so long as such additional principal remains outstanding; (iv) interest so accrued on such amount may be deferred and compounded to principal as provided in the foregoing provisions of this paragraph; (v) any such additional principal, as so evidenced by memo entry recordation, shall not be detachable or otherwise severable from the Note with respect to which such additional principal is so issued; and (vi) the Company's obligation evidencing such additional principal (and the Holder's right to pay Additional Interest receive payment thereof) shall not be transferable, assignable or otherwise alienable independent of or severally from the Note with respect to which so issued. At least 10 days prior to, but no later more than fifteen (15) 45 days prior to the proposed record date for each related Interest Payment Date after the Company has elected to defer any interest payment when due as provided in the immediately preceding paragraph of this Section 4.1 (including, but not limited to, the first Interest Payment Date as to which the Company first elects to defer an interest payment), the Company shall render an accounting signed by the Company (the "Note Valuation Report") determined as of the record date preceding the related Interest Payment Date, and shall deliver a Note Valuation Report to the Trustee not later than 10 days prior to, but no more than 45 days prior to the record date for the Additional Interest, and the Additional related Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment datePayment Date. The Trustee Note Valuation Report shall not at any time be under any duty or responsibility to any Holder to determine contain the Additional Interestfollowing information (determined, or with respect to the natureunless otherwise specified below, extent, or calculation as of the amount of Additional related Interest owed, or with respect to the method employed in such calculation of the Additional Interest.Payment Date):

Payment of Notes. The Issuers will No later than 10 a.m. (London time) on the Business Day prior to a payment date, the Issuer shall pay or cause to be paid the principal of, interest and premium onand Additional Amounts, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes and this Indenture. Principal, interest, premium and Additional Amounts, if any, shall be considered paid on the date due if the Paying Agent receives such payment by such time in the manner provided in the Notes. Principal, premium, if any, and interest and Additional InterestAmounts, if any, will and interest shall be considered paid on the date due if the Issuer holds, in an account with the Paying Agent, if other than the Issuers Issuer or a Subsidiary thereof, holds as of 10:00 by 10 a.m. (New York City TimeLondon time) on the Business Day prior to the due date date, money deposited by the Issuers in immediately available funds Issuer. Principal of, interest, premium and designated for and sufficient to pay all principal, premiumAdditional Amounts, if any, on the Dollar Notes will be payable at the corporate trust office or agency of the Dollar Paying Agent maintained in the Borough of Manhattan, City of New York, for such purposes and principal of, interest, premium and Additional Amounts, if any, then dueon the Euro Notes will be payable at the corporate trust office or agency of the Euro Paying Agent maintained in London, England, for such purposes. The Issuers will pay all All payments on the Global Notes shall be made by transfer of immediately available funds to an account of the Holder of the Global Notes in accordance with instructions given by that Holder. Principal of, interest, premium and Additional InterestAmounts, if any, on any Definitive Registered Notes will be payable at the corporate trust office or agency of any Paying Agent in any location required to be maintained for such purposes pursuant to Section 2.03. In addition, interest on Definitive Registered Notes may be paid by check mailed to the same manner person entitled thereto as shown on the dates and in the amounts set forth in the Registration Rights AgreementSecurity Register for such Definitive Registered Notes. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is equal to one percent (1% higher than %) per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will . The Issuer shall pay interest (including post-post petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Payment of Notes. (a) The Issuers will Company shall pay or cause to be paid the principal of, premium onof and interest and Liquidated Damages, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes, this Indenture and the Registration Rights Agreement. PrincipalSubject to Section 4.01(b), premium, if any, and an installment of principal of or interest and Additional Interest, if any, will on the Notes shall be considered paid on the date it is due if the Trustee or Paying Agent, if Agent (other than the Issuers Company or a Subsidiary thereofan Affiliate of the Company) holds, holds as of 10:00 a.m. (prior to 11:00 A.M. New York City Time) time, on the due that date money deposited by the Issuers in immediately available funds and U.S. Legal Tender designated for and sufficient to pay all principal, premiumthe installment in full and is not prohibited from paying such money to the Holders pursuant to the terms of this Indenture. (b) Principal and interest and Liquidated Damages, if any, will initially be payable at the offices of the Paying Agent but, at the option of the Company, interest and interestLiquidated Damages, if any, then due. The Issuers may be paid by check mailed to the persons who are registered Noteholders at their registered addresses provided that (i) all payments with respect to Global Notes are required to be made in same day funds in accordance with the policies of the Depository and (ii) all payments with respect to Notes, the Holders or beneficial owners of which have given wire transfer instructions to the Company, will pay all Additional Interest, if anybe required to be made by wire transfer of immediately available funds to the accounts specified by such Persons, in the same manner each case on the dates and in due date therefor. (c) The Company shall pay, to the amounts set forth in the Registration Rights Agreement. The Issuers will pay extent such payments are lawful, interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) and on overdue installments of interest and Additional InterestLiquidated Damages, if any any, (without regard to any applicable grace period), periods) from time to time on demand at the same rate borne by the Notes plus 2% per annum. (d) Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months. (e) Notwithstanding anything herein to the contrary contained in this Indenture, each of the Obligors may, to the extent lawful. In the event that the Issuers are it is required to pay Additional Interest to Holders pursuant to the Registration Rights Agreementdo so by law, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid deduct or withhold income or other similar taxes imposed by the Issuers on such payment dateUnited States of America from principal or interest payments hereunder. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional InterestSECTION 4.02.

Payment of Notes. The Issuers will pay or cause to be paid the principal of, premium onpremium, if any, on, and interest and Additional Interestinterest, if any, on, the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interestinterest, if any, will be considered paid on the date due if the Paying Agent, if other than the Issuers Partnership or a Subsidiary thereofof the Partnership, holds as of 10:00 11:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than equal to the then applicable interest rate on the Notes to the extent lawful; they it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interestinterest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the The Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreementmay at any time, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, purpose of obtaining satisfaction and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or discharge with respect to the natureNotes or for any other purpose, extentpay, or calculation of direct any Paying Agent to pay, to the amount of Additional Interest owedTrustee all sums held in trust by the Issuers or such Paying Agent, such sums to be held by the Trustee upon the same terms as those upon which such sums were held by the Issuers or such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. Subject to any applicable escheat, or abandoned or unclaimed property law, any money deposited with the method employed Trustee or any Paying Agent, or then held by the Issuers, in such calculation trust for the payment of the Additional Interestprincipal of, premium, if any, or interest on any Note and remaining unclaimed for two years after such principal, and premium, if any, or interest has become due and payable shall be paid to the Issuers on their request, or (if then held by the Partnership) shall be discharged from such trust; and the Holder of such Note shall thereafter look only to the Issuers for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Issuers as trustee thereof, shall thereupon cease.

Payment of Notes. The Issuers will Issuer shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interestinterest, if any, on, on the Notes on the dates and in the manner provided in the NotesNotes (including, without limitation, paying the principal in cash on the Final Maturity Date (provided that if such payment is made on exactly December 31, 2008, such payment shall be made in the form of Common Stock as if such Note were converted on such date), and paying interest in the form of additional Notes (in each case, except as provided in the fourth paragraph of Section 13.02 hereof)). Principal, premium, if any, and interest and Additional Interestinterest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers or a Subsidiary thereofor Affiliate of the Issuer, holds as of 10:00 a.m. (New York City Time) Eastern Time on the due date validly issued and nonassessable shares of Common Stock, authenticated Notes or money in immediately available funds, as the case may be, in each case deposited by the Issuers in immediately available funds Issuer and designated for and sufficient to pay all principal, premium, if any, and interest, if any, then due. The Issuers will pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will Issuer shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is equal to 1% higher than per Indenture annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), ) at the same rate to the extent lawful. In The Credit Parties may terminate their obligations under this Indenture, the event Notes and the Security Documents if (A) all Notes previously authenticated and delivered, if any (other than destroyed, lost or stolen Notes that the Issuers are required to pay Additional Interest to Holders have been replaced pursuant to Section 2.06 or Notes for whose payment money or securities have theretofore been held in trust and thereafter repaid to the Registration Rights AgreementIssuer, the Issuers will provide written notice (“Additional Interest Notice”as provided in Section 2.04) have been delivered to the Trustee of their obligation to pay Additional Interest no later than fifteen for cancellation and the Credit Parties have irrevocably paid all amounts payable by them hereunder and (15B) days prior the Issuer has delivered to the proposed payment date Trustee an Officer’s Certificate and an Opinion of Counsel, at the cost and expense of the Issuer, in each case stating that all conditions precedent provided for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect herein relating to the nature, extent, or calculation satisfaction and discharge of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestthis Indenture have been complied with.

Payment of Notes. The Issuers Company will pay or cause to be paid the principal of, premium on(including the Applicable Premium), if any, and interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in this Indenture and the Notes. Principal, premium, if anypremium (including the Applicable Premium), and interest and Additional Interest, if any, any amount payable in cash will be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds holds, as of 10:00 a.m. (New York City Time) Eastern Time on the due date date, money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premiumpremium (including the Applicable Premium), if any, and interestinterest then due. An installment of PIK Interest shall be considered paid on the due date if, on or prior to such date, the Company has issued an Authentication Order to the Trustee to increase the principal amount of Notes then outstanding or to authenticate and deliver PIK Notes in the required amount. The Trustee shall endorse any such principal increase on any Global Note and shall instruct the Registrar to reflect the increase in the principal amount of all Notes then outstanding in the register of Notes. No later than five (5) Business Days prior to any Interest Payment Date on which the Company is to pay PIK Interest, the Company shall deliver to the Trustee and the Paying Agent (if other than the Trustee) (i) to the extent the Company is prohibited from increasing the balance on any Note by the rules of the Depository (with respect to Global Notes) or law, the required amount of new PIK Notes (rounded up to the nearest whole dollar) and an Authentication Order to authenticate and deliver such PIK Notes or (ii) an Authentication Order to increase the outstanding principal amount of all outstanding Notes by the required amount (rounded up to the nearest whole dollar), such increase to be reflected by the Registrar in the register of Notes. Notwithstanding anything in this Indenture or Section 4.01 to the contrary, PIK Interest that is payable on any Interest Payment Date with respect to any Note (whether represented by a Global Note or a Certificated Note) other than the Global Note having the largest principal balance then outstanding (the “Largest Global Note”) shall be increased or decreased by such amount, if any, then due. The Issuers will pay all Additional as is necessary to ensure that the principal amount of Notes in each Stapled Security represented by the Global Stapled Security or certificated Stapled Security to which such Note is attached, after giving effect to payment of such PIK Interest, if any, in the same manner on the dates and in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes exactly equal to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the principal amount of Additional Interest Notes included in each Stapled Security to be paid by which the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional InterestLargest Global Note is attached.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal of, premium onpremium, if any, and interest and Additional Interest, if any, on, the Notes on the dates and in the manner provided in this Indenture and the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 11:00 a.m. (New York City Time) Eastern Time on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, premium, if any, and interestinterest then due. Such Paying Agent shall return to the Company promptly, and in any event, no later than five (5) Business Days following the date of payment, any money that exceeds such amount of principal, premium, if any, then dueand interest paid on the Notes. The Issuers will Company shall pay all Additional Interest, if any, in the same manner manner, on the dates and in the amounts set forth in the a Registration Rights Agreement, the Notes and the Indenture. If a payment date is a Legal Holiday at a place of payment, payment may be made at that place on the next succeeding day that is not a Legal Holiday, and no interest shall accrue on such payment for the intervening period. The Issuers will Company shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal and premium, if any, from time to time on demand at a rate that is 1% higher than per annum in excess of the rate then applicable interest rate on the Notes to the extent lawfulin effect; they will it shall pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any (without regard to any applicable grace periodperiods), from time to time on demand at the same rate to the extent lawful. In Interest shall be computed on the event that the Issuers are required to pay Additional basis of a 360-day year of twelve 30-day months. If any Interest to Holders pursuant to the Registration Rights AgreementPayment Date, the Issuers Maturity Date or any earlier required redemption date or repurchase date falls on a day that is not a Business Day, the required payment will provide written notice (“Additional Interest Notice”) to be made on the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, next succeeding Business Day and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers not interest on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with will accrue in respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestdelay.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal of, premium onof or premium, if any, and interest and Additional Interest, if any, on, on the Notes on the dates and in the manner provided in the Notes. Principal, premium, if any, and interest and Additional Interest, if any, will shall be considered paid on the date due if the Paying Agent, if other than the Issuers Company or a Subsidiary thereof, holds as of 10:00 11:00 a.m. (New York City Timetime) on the due date money deposited by the Issuers Company in immediately available funds and designated for and sufficient to pay all principal, principal of or premium, if any, and interestinterest and Additional Interest, if any, on the Notes then due. The Issuers will Company shall pay all Additional Interest, if any, in the same manner on the dates and in the amounts set forth in the a Registration Rights Agreement. The Issuers will Company shall pay interest (including post-post petition interest in any proceeding under any Bankruptcy Law) on overdue principal at a the rate that is equal to 1% higher than per annum in excess of the then applicable interest rate on the Notes to the extent lawful; they will shall pay interest (including post-post petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any Interest (without regard to any applicable grace period), ) at the same rate to the extent lawful. In the event that the Issuers are required The Company shall make all interest, premium, if any, Additional Interest, if any, and principal payments by wire transfer of immediately available funds to pay Additional Interest any Holder who shall have given written directions to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days such effect and reasonably satisfactory on or prior to the proposed payment date for applicable record date. All other payments on Notes shall be made at the office or agency of the Paying Agent and Registrar unless the Company elects to make interest payments by check mailed to the Holders at their address set forth in the register of Holders. Payments in respect of Notes represented by a Global Note (including interest, premium, if any, Additional Interest, if any, and the Additional Interest Notice principal payments) shall set forth the amount be made by wire transfer of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect immediately available funds to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestaccounts specified by DTC.

Payment of Notes. The Issuers will Company shall pay or cause to be paid the principal of, premium oninterest on and Premium, if any, and interest and Additional InterestBreak Amount, if any, onwith respect to, the Notes on the dates and in the manner provided in this Indenture and in the Notes. PrincipalThe Company will, premiumon or before each due date for the payment of the principal of, interest on, Premium, if any, or Break Amount, if any, due under any of the Notes, deposit with the Trustee payments sufficient to pay the principal, interest, Premium, if any, or Break Amount, if any, so becoming due, and the Trustee shall immediately deposit all such payments in the Collection Account. The principal of, interest on, Premium, if any, Break Amount, if any, and interest and Additional Interest, if any, other amounts due under any of the Notes or hereunder will be considered paid on the date due if the Paying Agentpayable in Dollars by wire transfer of immediately available funds not later than 12:30 p.m., if other than the Issuers or a Subsidiary thereof, holds as of 10:00 a.m. (New York City Time) time, on the due date money of payment to the Trustee at the Corporate Trust Office for distribution in the manner provided herein. The Trustee will make funds deposited in the Collection Account on a Distribution Date and required to be distributed to Noteholders pursuant to Section 3.2 available to the Paying Agent for such distribution. The Paying Agent shall distribute amounts payable to each Noteholder by check mailed to such Noteholder at its address appearing in the Issuers Register, except that with respect to Notes registered on the applicable Record Date in the name of a Clearing Agency (or its nominee), such distribution shall be made by wire transfer in immediately available funds and to the account designated for and sufficient to pay all principal, premium, if any, and interest, if any, then dueby such Clearing Agency (or such nominee). The Issuers will pay all Additional InterestCompany shall not have any responsibility for the distribution of such payments to any Noteholder. Any payment made hereunder shall be made without any presentment or surrender of any Notes, if anyexcept that, in the same manner on case of the dates and final payment in the amounts set forth in the Registration Rights Agreement. The Issuers will pay interest (including post-petition interest in respect of any proceeding under any Bankruptcy Law) on overdue principal at a rate that is 1% higher than the then applicable interest rate on the Notes Note, such Note shall be surrendered to the extent lawful; they will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments Paying Agent for cancellation against receipt of interest and Additional Interest, if any (without regard to any applicable grace period), at the same rate to the extent lawful. In the event that the Issuers are required to pay Additional Interest to Holders pursuant to the Registration Rights Agreement, the Issuers will provide written notice (“Additional Interest Notice”) to the Trustee of their obligation to pay Additional Interest no later than fifteen (15) days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Issuers on such payment date. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interestpayment.