Common use of PIK Payments Clause in Contracts

PIK Payments. If the Company is permitted to exercise the PIK Option for any Interest Period and does so exercise the PIK Option with respect to such Interest Period, the Company shall pay the applicable amount of PIK Interest for such Interest Period in respect of each outstanding Note on the Interest Payment Date in respect of such Interest Period. On any Interest Payment Date on which the Company pays PIK Interest (a “PIK Payment”), PIK Interest on the Notes will be payable (1) with respect to Global Notes, by increasing the principal amount of each outstanding Global Note at the end of such Interest Period by an amount equal to the amount of PIK Interest applicable to such outstanding Global Note (rounded up to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, to the credit of the Holders on the relevant record date, which shall upon receipt of an Authentication Order be recorded in the Registrar’s books and records and in the “Schedule of Increases or Decreases in the Global Note”, and (2) with respect to Definitive Notes, by issuing additional Notes (“PIK Notes”) in definitive form in an aggregate principal amount equal to the amount of PIK Interest applicable to each outstanding Definitive Note (rounded up to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, and the Trustee will, at the written order of the Company, authenticate and deliver such PIK Notes in definitive form for original issuance to the Holders on the relevant record date, as shown by the records of the Registrar. Any PIK Notes issued in definitive form will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All PIK Notes will be governed by, and subject to the terms (including the maturity date), provisions and conditions of, this Indenture and will have the same rights and benefits as the Notes issued on the Closing Date. Following any increase in the principal amount of the outstanding Notes as a result of a PIK Payment, the Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Unless the context otherwise requires, for all purposes under this Indenture (including for purposes of calculating any redemption price or redemption amount), references to the “principal” and the “principal amount” of any Notes includes any increase in the principal amount thereof due to the addition of PIK Interest thereto as a result of any PIK Payment. If the Company is permitted to exercise the PIK Option for any Interest Period and desires to exercise the PIK Option for such Interest Period, the Company must deliver a notice to the Trustee no later than the day that is twenty days prior to the Interest Payment Date in respect of such Interest Period, which notice (x) indicates the amount of PIK Interest and cash interest that will be paid in respect of such Interest Period on the Interest Payment Date in respect of such Interest Period, (y) certifies that the Company is permitted to exercise the PIK Option for such Interest Period pursuant to the terms of the Indenture and the Notes and is so exercising the PIK Option for such Interest Period and (z) directs the Trustee and the Paying Agent (if other than the Trustee) to increase the principal amount of the Notes in accordance with this paragraph, which notification the Trustee and Paying Agent shall be entitled to rely upon (such notice, a “PIK Notice”). Notwithstanding anything to the contrary contained in this Indenture or the Notes, whenever under this Indenture or the Notes accrued and unpaid interest is required to be paid in connection with a payment of principal on the Notes (whether in connection with a redemption, repurchase, Change of Control Offer, Asset Sale Offer, acceleration, or otherwise), such interest will be paid in cash (and not as PIK Interest) at the rate applicable to the payment of interest entirely in cash (i.e., 10.75%) and not the rate applicable upon exercise of the PIK Option (i.e., 12.00%), regardless of whether or not the Company has delivered a PIK Notice with respect to the current Interest Period.

PIK Payments. If (a) In the Company event that the Issuer is permitted required to exercise pay any interest as PIK Interest as set forth in the PIK Option for any Interest Period and does so exercise the PIK Option with respect to such Interest PeriodNotes, the Company Issuer shall pay (without the applicable consent of the Holders) issue Additional Notes having an aggregate principal amount equal to the amount of interest then due and owing as PIK Interest for such Interest Period in respect of each outstanding Note on the Interest Payment Date in respect of such Interest Period. On any Interest Payment Date on which the Company pays PIK Interest as follows (a “PIK Payment”), PIK Interest on the Notes will be payable ): (1) with respect to Notes represented by one or more Global Notes, by increasing the principal amount of each the outstanding Global Note at Notes, effective as of the end of such Interest Period applicable interest payment date, by an amount equal to the amount of PIK Interest for the applicable to such outstanding Global Note interest period (rounded up to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, to the credit of the Holders on the relevant record date, which shall upon receipt of an Authentication Order be recorded in the Registrar’s books and records and in the “Schedule of Increases or Decreases in the Global Note”, and €1.00); and (2) with respect to Notes represented by Definitive Registered Notes, by issuing additional Additional Notes (“PIK in the form of Definitive Registered Notes”) in definitive form , dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable to each outstanding Definitive Note interest period (rounded up to the nearest whole Dollar€1.00). (b) The Issuer will, if and for so long as the relevant Interest PeriodNotes are listed on the Exchange and if and to the extent the rules of the Exchange so require, as provided deliver a notice to the Holders of the Notes stating the amount of PIK Interest, if any, to be paid. (c) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK NoticeInterest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Registered Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a PIK Payment will have identical terms to the originally issued Notes except that interest on such Additional Notes will begin to accrue from the date such Additional Notes are issued rather than the Issue Date. (d) The Trustee (or the Authenticating Agent) will, at the written order request and cost of the CompanyIssuer, authenticate and deliver such PIK any Additional Notes in definitive the form of Definitive Registered Notes for original issuance to the Holders on the relevant record date, as shown by the records of the Registrar. register of holders. (e) Any PIK issuance of Additional Notes issued in definitive form will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All PIK Notes will be governed by, and subject to the terms (including the maturity date), provisions and conditions of, this Indenture and will have the same rights and benefits as the Notes issued on the Closing Date. Following any increase in the principal amount of the outstanding Notes as a result of a PIK Payment, the Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Unless the context otherwise requires, for all purposes under this Indenture (including for purposes of calculating any redemption price or redemption amount), references to the “principal” and the “principal amount” of any Notes includes any increase in the principal amount thereof due to the addition payment of PIK Interest thereto as a result of any PIK Payment. If the Company is permitted to exercise the PIK Option for any Interest Period and desires to exercise the PIK Option for such Interest Period, the Company must deliver a notice to the Trustee no later than the day that is twenty days prior to the Interest Payment Date in respect of such Interest Period, which notice (x) indicates the amount of PIK Interest and cash interest that will be paid in respect of such Interest Period on the Interest Payment Date in respect of such Interest Period, (y) certifies that the Company is permitted to exercise the PIK Option for such Interest Period pursuant to by the terms of the this Indenture and the Notes and is so exercising the PIK Option for such Interest Period and (z) directs the Trustee shall be permitted under this Indenture and the Paying Agent Notes. (if f) Notwithstanding any other than the Trustee) to increase the principal amount of the Notes in accordance with this paragraph, which notification the Trustee and Paying Agent shall be entitled to rely upon (such notice, a “PIK Notice”). Notwithstanding anything provision to the contrary contained in this Indenture or the Notes, whenever under this Indenture or the Notes Issuer shall be permitted to increase the Cash Interest Rate and reduce the PIK Interest Rate that is to apply to accrued and unpaid interest that is payable on any interest payment date as follows: (i) if no part of the accrued interest payable on an interest payment date is required to be paid in connection cash as set forth in the Notes: (A) the Cash Interest Rate applicable to accrued interest payable on that interest date shall be the rate notified to the Trustee and the Initial Notes Purchaser in accordance with a this paragraph (f) (the “Voluntary Cash Interest Rate”); and (B) the PIK Interest Rate applicable to accrued interest payable on that interest date shall be the otherwise then applicable PIK Interest Rate minus the Voluntary Cash Interest Rate; or (i) if part of the interest payable on that interest payment of principal on the Notes (whether in connection with a redemption, repurchase, Change of Control Offer, Asset Sale Offer, acceleration, or otherwise), such interest will date is required to be paid in cash as set forth in the Notes: (and not as PIK InterestA) at the rate Cash Interest Rate applicable to accrued interest payable on that interest date shall be the payment of interest entirely in cash (i.e., 10.75%) and not the rate applicable upon exercise aggregate of the (I) otherwise then applicable Cash Interest Rate; and (II) the Voluntary Cash Interest Rate (the “Increased Cash Interest Rate”); and (B) the PIK Option Interest Rate applicable to accrued interest payable on that interest date shall be the otherwise then applicable PIK Interest Rate minus the Increased Cash Interest Rate, provided, that the Issuer shall have notified the Trustee and the Initial Notes Purchaser in writing of its intention to increase the Cash Interest Rate and reduce the PIK Interest Rate for the interest period ending on such interest payment date, together with details of such rates that comply with this paragraph (i.e., 12.00%f), regardless of whether or not the Company has delivered a PIK Notice with respect at least five Business Days prior to the current Interest Periodthat interest payment date.

PIK Payments. If the Company Issuer is permitted to exercise the PIK Option for any Interest Period and does so exercise the PIK Option with respect to such Interest Period, the Company Issuer shall pay the applicable amount of PIK Interest for such Interest Period in respect of each outstanding Note on the Interest Payment Date in respect of such Interest Period. On any Interest Payment Date on which the Company pays PIK Interest (a “PIK Payment”), PIK Interest on the Notes will be payable (1) with respect to Global Notes, Period by increasing the principal amount of each such outstanding Global Note at the end of such Interest Period by an amount equal to the amount of PIK Interest applicable to each such outstanding Global Note (rounded up to the nearest whole Dollar) for ), and an adjustment shall be made by the relevant Interest PeriodTrustee to reflect such increase, as provided in the PIK Noticewith respect to Global Notes, to the credit of the Holders on the relevant record date, which shall upon receipt of an Authentication Order be recorded in the Registrar’s books and records and in the “Schedule of Increases or Decreases in the Global Note”” or the “Schedule of Increases or Decreases in the Regulation S Temporary Global Note” (as applicable) and, and (2) with respect to Definitive Notes, by issuing additional Notes (“PIK Notes”) in definitive form in an aggregate principal amount equal to the amount of PIK Interest applicable to each outstanding Definitive Note (rounded up to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, and the Trustee will, at the written order of the Company, authenticate and deliver such PIK Notes in definitive form for original issuance to the Holders on the relevant record date, as shown by the books and records of the Registrar. Any Trustee (a “PIK Notes issued in definitive form will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All PIK Notes will be governed by, and subject to the terms (including the maturity datePayment”), provisions and conditions of, this Indenture and will have the same rights and benefits as the Notes issued on the Closing Date. Following any increase in the principal amount of the outstanding Notes as a result of a PIK Payment, the Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Unless the context otherwise requires, for all purposes under this Indenture and the Notes (including for purposes of calculating any redemption price or redemption amount), references to the “principal” and the “principal amount” of any Notes includes any increase in the principal amount thereof due to the addition of PIK Interest thereto as a result of any PIK Payment. If the Company Issuer is permitted to exercise the PIK Option for any Interest Period and desires to exercise the PIK Option for such Interest Period, the Company Issuer must deliver a notice “PIK Notice” to the Trustee (and, prior to the Disposition Date, to the GS Purchasers) no later than the day that is twenty days five Business Days prior to the Interest Payment Date in respect beginning of such Interest Period; provided that, which notice (x) indicates with respect to the amount of PIK Interest and cash interest that will be paid in respect of such Interest Period commencing on and including the Interest Payment Closing Date in respect of such Interest Periodto but excluding June 30, (y) certifies that the Company is permitted to exercise the PIK Option for such Interest Period pursuant to the terms of the Indenture and the Notes and is so exercising the PIK Option for such Interest Period and (z) directs the Trustee and the Paying Agent (if other than the Trustee) to increase the principal amount of the Notes in accordance with this paragraph, which notification the Trustee and Paying Agent shall be entitled to rely upon (such notice2021, a “PIK Notice”). Notwithstanding anything to the contrary contained in this Indenture or the Notes, whenever under this Indenture or the Notes accrued and unpaid interest is required to be paid in connection with a payment of principal on the Notes (whether in connection with a redemption, repurchase, Change of Control Offer, Asset Sale Offer, acceleration, or otherwise), such interest will be paid in cash (and not as PIK Interest) at the rate applicable to the payment of interest entirely in cash (i.e., 10.75%) and not the rate applicable upon exercise of ” indicating that the PIK Option (i.e., 12.00%), regardless of whether or not the Company has is being exercised for such Interest Period shall be deemed to have been delivered a PIK Notice with respect to the current Interest PeriodTrustee and the GS Purchasers in accordance with the procedures described in this Section 2.01(g) and the Notes.

PIK Payments. If ‌ (a) In the Company event that the Issuer is permitted required to exercise pay any interest as PIK Interest as set forth in the PIK Option for any Interest Period and does so exercise the PIK Option with respect to such Interest PeriodNotes, the Company Issuer shall pay (without the applicable consent of the Holders) issue Additional Notes having an aggregate principal amount equal to the amount of interest then due and owing as PIK Interest for such Interest Period in respect of each outstanding Note on the Interest Payment Date in respect of such Interest Period. On any Interest Payment Date on which the Company pays PIK Interest as follows (a “PIK Payment”), PIK Interest on the Notes will be payable ): (1) with respect to Notes represented by one or more Global Notes, by increasing the principal amount of each the outstanding Global Note at Notes, effective as of the end of such Interest Period applicable interest payment date, by an amount equal to the amount of PIK Interest for the applicable to such outstanding Global Note interest period (rounded up to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, to the credit of the Holders on the relevant record date, which shall upon receipt of an Authentication Order be recorded in the Registrar’s books and records and in the “Schedule of Increases or Decreases in the Global Note”, and €1.00); and (2) with respect to Notes represented by Definitive Registered Notes, by issuing additional Additional Notes (“PIK in the form of Definitive Registered Notes”) in definitive form , dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable to each outstanding Definitive Note interest period (rounded up to the nearest whole Dollar€1.00). (b) The Issuer will, if and for so long as the relevant Interest PeriodNotes are listed on the Exchange and if and to the extent the rules of the Exchange so require, as provided deliver a notice to the Holders of the Notes stating the amount of PIK Interest, if any, to be paid. (c) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK NoticeInterest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Registered Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a PIK Payment will have identical terms to the originally issued Notes except that interest on such Additional Notes will begin to accrue from the date such Additional Notes are issued rather than the Issue Date. (d) The Trustee (or the Authenticating Agent) will, at the written order request and cost of the CompanyIssuer, authenticate and deliver such PIK any Additional Notes in definitive the form of Definitive Registered Notes for original issuance to the Holders on the relevant record date, as shown by the records of the Registrar. register of holders. (e) Any PIK issuance of Additional Notes issued in definitive form will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All PIK Notes will be governed by, and subject to the terms (including the maturity date), provisions and conditions of, this Indenture and will have the same rights and benefits as the Notes issued on the Closing Date. Following any increase in the principal amount of the outstanding Notes as a result of a PIK Payment, the Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Unless the context otherwise requires, for all purposes under this Indenture (including for purposes of calculating any redemption price or redemption amount), references to the “principal” and the “principal amount” of any Notes includes any increase in the principal amount thereof due to the addition payment of PIK Interest thereto as a result of any PIK Payment. If the Company is permitted to exercise the PIK Option for any Interest Period and desires to exercise the PIK Option for such Interest Period, the Company must deliver a notice to the Trustee no later than the day that is twenty days prior to the Interest Payment Date in respect of such Interest Period, which notice (x) indicates the amount of PIK Interest and cash interest that will be paid in respect of such Interest Period on the Interest Payment Date in respect of such Interest Period, (y) certifies that the Company is permitted to exercise the PIK Option for such Interest Period pursuant to by the terms of the this Indenture and the Notes and is so exercising the PIK Option for such Interest Period and (z) directs the Trustee shall be permitted under this Indenture and the Paying Agent Notes. (if f) Notwithstanding any other than the Trustee) to increase the principal amount of the Notes in accordance with this paragraph, which notification the Trustee and Paying Agent shall be entitled to rely upon (such notice, a “PIK Notice”). Notwithstanding anything provision to the contrary contained in this Indenture or the Notes, whenever under this Indenture or if the Refinancing Notes Issuer has elected to increase the Refinancing Notes Cash Interest Rate and reduce the Refinancing Notes PIK Interest Rate in accordance with Section 2.17(f) of the Refinancing Notes Indenture:‌ (1) the Cash Interest Rate applicable to accrued and unpaid interest is required to be paid in connection with a payment of principal payable on the next interest payment date shall be increased by an amount equal to the then applicable Voluntary Cash Interest Rate (under, and as defined in, the Refinancing Notes Indenture); and (whether in connection with a redemption, repurchase, Change of Control Offer, Asset Sale Offer, acceleration, or otherwise), such interest will be paid in cash (and not as 2) the PIK Interest) at the rate Interest Rate applicable to accrued interest payable on the next interest payment of interest entirely in cash (i.e., 10.75%) and not the rate applicable upon exercise of the PIK Option (i.e., 12.00%), regardless of whether or not the Company has delivered a PIK Notice with respect date shall be reduced by an amount equal to the current then applicable Voluntary Cash Interest PeriodRate (under, and as defined in, the Refinancing Notes Indenture).

PIK Payments. If In connection with the Company is permitted payment of PIK Interest in respect of the Notes, the Issuer may, without the consent of the Holders, elect to exercise either increase the PIK Option for any Interest Period and does so exercise principal amount of the PIK Option outstanding Notes represented by one or more Global Notes or, with respect to such Interest PeriodDefinitive Notes represented by individual certificates, the Company shall pay the applicable amount of if any, issue additional Notes in certificated form (“PIK Interest for such Interest Period in respect of each outstanding Note Notes”) under this Indenture on the Interest Payment Date same terms and conditions (except that PIK Notes shall be made in respect a minimum denomination of such Interest Period. On any Interest Payment Date on $1.00 and integral multiples of $1.00, have different issuance dates, offering prices and, in certain circumstances, dates from which interest will accrue) as the Company pays PIK Interest Initial Notes (in each case, a “PIK Payment”). The Initial Notes (as may be increased by a PIK Payment), the PIK Interest on Notes and any Additional Notes (as may be increased by a PIK Payment) issued under this Indenture will be treated as a single class for all purposes under this Indenture, including waivers, amendments, redemptions and offers to purchase. Unless the context otherwise requires, (a) references to the Notes will be payable (1) with respect to Global Notes, by increasing the principal amount of each outstanding Global Note at the end of such Interest Period by an amount equal to the amount of PIK Interest applicable to such outstanding Global Note (rounded up to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, to the credit of the Holders on the relevant record date, which shall upon receipt of an Authentication Order be recorded in the Registrar’s books and records and in the “Schedule of Increases or Decreases in the Global Note”, and (2) with respect to Definitive Notes, by issuing additional Notes (“PIK Notes”) in definitive form in an aggregate principal amount equal to the amount of PIK Interest applicable to each outstanding Definitive Note (rounded up to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, and the Trustee will, at the written order of the Company, authenticate and deliver such PIK Notes in definitive form for original issuance to the Holders on the relevant record date, as shown by the records of the Registrar. Any PIK Notes issued in definitive form will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All PIK Notes will be governed by, and subject to the terms (including the maturity date), provisions and conditions of, this Indenture and will have the same rights and benefits as the Notes issued on the Closing Date. Following include any increase in the principal amount of the outstanding Notes as a the result of a PIK Payment, the Additional Notes will bear interest on such increased principal amount from actually issued and after the date of such any PIK Payment. Unless the context otherwise requires, for all purposes under this Indenture Notes actually issued and (including for purposes of calculating any redemption price or redemption amount), b) references to the “principal” and the “principal amount” of any Notes includes any increase in the principal amount thereof due to the addition of outstanding Notes (including PIK Interest thereto Notes) as a result of a payment of PIK Interest. In connection with any payment of PIK Payment. If the Company is permitted to exercise the PIK Option for any Interest Period and desires to exercise the PIK Option for such Interest PeriodInterest, the Company must deliver a notice to the Trustee no later than the day that is twenty days five (5) Business Days prior to the Interest Payment Date in respect of such Interest Periodrelevant interest payment date, which the Issuer shall deliver to the Holders, the Trustee and the Paying Agent (if other than the Trustee) written notice (x) indicates setting forth the amount of PIK Interest and cash interest that will to be paid on such interest payment date, and in respect of such Interest Period on the Interest Payment Date in respect of such Interest Period, (y) certifies that the Company is permitted to exercise the PIK Option for such Interest Period pursuant to the terms case of the Indenture Trustee and the Notes and is so exercising the PIK Option for such Interest Period and Paying Agent, accompanied by either (zi) directs an Issuer Order directing the Trustee and the Paying Agent (if other than the Trustee) to increase the principal amount of the Notes in accordance with this paragraph, which notification Issuer Order the Trustee and Paying Agent shall be entitled to rely upon or (such notice, a “ii) PIK Notice”)Notes and an Issuer Order to the Trustee for authentication of the PIK Notes. Interest for each interest period commencing on the Issue Date shall be payable pursuant to the terms of the Notes set forth in Exhibit A. Notwithstanding anything to the contrary contained in this Indenture or Section, the Notes, whenever under this Indenture or the Notes payment of accrued and unpaid interest is required to be paid in connection with a payment any redemption of principal on the Notes (whether as described under Section 5.7, in connection with any repurchase of Notes as described under Sections 3.5 and 3.9 or at Stated Maturity shall be made solely in cash.” (k) Section 2.2 of the Indenture is hereby amended by amending and restating the third paragraph as follows: (1) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $360,000,000 and any increases thereof as the result of a redemptionPIK Payment, repurchase(2) subject to the terms of this Indenture, Change Additional Notes for original issue in an unlimited principal amount, (3) PIK Notes in accordance with Section 2.1(g) and (4) under the circumstances set forth in Section 2.6(e), Initial Notes in the form of Control Offeran Unrestricted Global Note, Asset Sale Offerin each case upon a written order of the Issuer signed by one Officer (the “Issuer Order”). Such Issuer Order shall specify whether the Notes will be in the form of Definitive Notes or Global Notes, accelerationthe amount of the Notes to be authenticated, the date on which the original issue of Notes is to be authenticated, the holder of the Notes and whether the Notes are to be Initial Notes, or otherwise), such interest will be paid in cash Additional Notes or PIK Notes.” (and not l) The Indenture is hereby amended by adding a new Section 2.17 as PIK Interest) at the rate applicable to the payment of interest entirely in cash (i.e., 10.75%) and not the rate applicable upon exercise of the PIK Option (i.e., 12.00%), regardless of whether or not the Company has delivered a PIK Notice with respect to the current Interest Period.follows:

PIK Payments. If (a) Commencing onJune 1, 2013, and continuing on the Company is permitted last day of each calendar month thereafter until the outstanding principal balance of the Loan has been repaid in full, Borrower shall make monthly payments to exercise Lender of all interest that has accrued in arrears at the PIK Option for any Interest Period and does so exercise Rate on the PIK Option with respect to such Interest Period, the Company shall pay the applicable outstanding principal amount of PIK Interest for such Interest Period in respect of each outstanding Note on the Interest Payment Date in respect of such Interest Period. On any Interest Payment Date on which the Company pays PIK Interest Loan (each, a “PIK Payment”, and collectively, the “PIK Payments”), which PIK Interest on the Notes will be payable Payments shall (1) with respect to Global Notes, be made in kind by increasing the principal amount of each outstanding Global Note at the end of such Interest Period Loan by an amount equal to the amount of each PIK Interest applicable to such outstanding Global Note Payment (rounded up to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, to the credit of the Holders on the relevant record date, which shall upon receipt of an Authentication Order be recorded in the Registrar’s books and records and in the “Schedule of Increases or Decreases in the Global Note”compounded on a monthly basis), and (2) with respect to Definitive Notes, by issuing additional Notes (“PIK Notes”) in definitive form in an aggregate principal amount equal to the amount of PIK Interest applicable to each outstanding Definitive Note (rounded up to the nearest whole Dollar) be deemed for the relevant Interest Period, as provided in the PIK Notice, and the Trustee will, at the written order of the Company, authenticate and deliver such PIK Notes in definitive form for original issuance to the Holders on the relevant record date, as shown by the records of the Registrar. Any PIK Notes issued in definitive form will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All PIK Notes will be governed by, and subject to the terms all purposes (including the maturity date), provisions and conditions of, this Indenture and will have the same rights and benefits as the Notes issued on the Closing Date. Following any increase in accrual of interest) to be increases of the principal amount of the outstanding Notes as a result Loan, and (3) be deemed made automatically upon the occurrence of a the first day of each calendar month that each PIK PaymentPayment is due. Notwithstanding the foregoing, upon the occurrence of an Event of Default, all accrued interest under the Loan (including, for the avoidance of doubt, interest calculated at Increased Cash Pay Interest Rate and the PIK Interest Rate) shall be payable in cash on demand. (b) Absent manifest error, the Notes will bear aggregate amount of all PIK Payments, the outstanding principal balance of the Loan, and the unpaid amount of all accrued interest on such increased principal the Loan that are set forth on Lender’s books and records shall be prima facie evidence of the amount from and after the date of such PIK Payment. Unless Payments, the context otherwise requiresoutstanding principal balance of the Loan, for all purposes under this Indenture (including for purposes of calculating any redemption price or redemption amount), references to the “principal” and the “principal amount” unpaid amount of all accrued interest on the Loan, but the failure to record, or any Notes includes error in so recording, any increase in such amount on Lender’s books and records shall not limit or otherwise affect the principal amount thereof due obligations of Borrower hereunder to the addition of PIK Interest thereto as a result of any PIK Payment. If the Company is permitted to exercise make the PIK Option for any Interest Period and desires to exercise the PIK Option for such Interest Period, the Company must deliver a notice to the Trustee no later than the day that is twenty days prior to the Interest Payment Date in respect of such Interest Period, which notice (x) indicates the amount of PIK Interest and cash interest that will be paid in respect of such Interest Period on the Interest Payment Date in respect of such Interest Period, (y) certifies that the Company is permitted to exercise the PIK Option for such Interest Period pursuant to the terms of the Indenture and the Notes and is so exercising the PIK Option for such Interest Period and (z) directs the Trustee and the Paying Agent (if other than the Trustee) to increase the principal amount of the Notes Payments in accordance with this paragraph, which notification the Trustee and Paying Agent shall be entitled to rely upon (such notice, a “PIK Notice”). Notwithstanding anything to the contrary contained in this Indenture Section 2.6(a) hereof or the Notes, whenever under this Indenture or the Notes accrued and unpaid interest is required to be paid in connection with a payment of principal on the Notes (whether in connection with a redemption, repurchase, Change of Control Offer, Asset Sale Offer, acceleration, or otherwise), such interest will be paid in cash (and not as PIK Interest) at the rate applicable to the payment of interest entirely in cash (i.e., 10.75%) and not the rate applicable upon exercise of the PIK Option (i.e., 12.00%), regardless of whether or not the Company has delivered a PIK Notice with respect to the current Interest Periodany other amount owed hereunder when due.

PIK Payments. If the Company Parent Issuer is permitted to exercise the 100% PIK Option or 50% PIK Option for any Interest Period and does so exercise the 100% PIK Option or 50% PIK Option with respect to such Interest Period, the Company Parent Issuer shall pay the applicable amount of PIK Interest for such Interest Period in respect of each outstanding Note on the Interest Payment Date in respect of such Interest Period. On any Interest Payment Date on which the Company pays PIK Interest (a “PIK Payment”), PIK Interest on the Notes will be payable (1) with respect to Global Notes, Period by increasing the principal amount of each such outstanding Global Note at the end of such Interest Period by an amount equal to the amount of PIK Interest applicable to each such outstanding Global Note (rounded up to the nearest whole Dollar) for ), and an adjustment shall be made by the relevant Interest PeriodTrustee, as provided in the PIK Notice, to the credit of the Holders on the relevant record date, which shall upon receipt of an Authentication Order be recorded in the Registrar’s books and records and Issuer Order, to reflect such increase, with respect to Global Notes, in the “Schedule of Increases or Decreases in the Global Note”” and, and (2) with respect to Definitive Notes, by issuing additional Notes (“PIK Notes”) in definitive form in an aggregate principal amount equal to the amount of PIK Interest applicable to each outstanding Definitive Note (rounded up to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, and the Trustee will, at the written order of the Company, authenticate and deliver such PIK Notes in definitive form for original issuance to the Holders on the relevant record date, as shown by the books and records of the Registrar. Any Trustee (a “PIK Notes issued in definitive form will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All PIK Notes will be governed by, and subject to the terms (including the maturity datePayment”), provisions and conditions of, this Indenture and will have the same rights and benefits as the Notes issued on the Closing Date. Following any increase in the principal amount of the outstanding Notes as a result of a PIK Payment, the Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Unless the context otherwise requires, for all purposes under this Indenture (including for purposes of calculating any redemption price or redemption amount), references to the “principal” and the “principal amount” of any Notes includes any increase in the principal amount thereof due to the addition of PIK Interest thereto as a result of any PIK Payment. If the Company Parent Issuer is permitted to exercise the 100% PIK Option or 50% PIK Option for any Interest Period and desires to exercise the 100% PIK Option or 50% PIK Option for such Interest Period, the Company Parent Issuer must deliver a notice to the Trustee no later than the day that is twenty fifteen days prior to the Interest Payment Date in respect first day of such Interest Period, which notice (x) indicates the amount of which PIK Interest and cash interest that will be paid in respect of Option is being exercised for such Interest Period on the Interest Payment Date in respect of such Interest Period, and (y) certifies that the Company Parent Issuer is permitted to exercise the such PIK Option for such Interest Period pursuant to the terms of the Indenture and the Notes and is so exercising the such PIK Option for such Interest Period and (z) directs the Trustee and the Paying Agent (if other than the Trustee) to increase the principal amount of the Notes in accordance with this paragraph, which notification the Trustee and Paying Agent shall be entitled to rely upon (such notice, a “PIK Notice”). Notwithstanding anything to the contrary contained in this Indenture or the Notes; provided that, whenever under this Indenture or the Notes accrued and unpaid interest is required to be paid in connection with a payment of principal on the Notes (whether in connection with a redemption, repurchase, Change of Control Offer, Asset Sale Offer, acceleration, or otherwise), such interest will be paid in cash (and not as PIK Interest) at the rate applicable to the payment of interest entirely in cash (i.e., 10.75%) and not the rate applicable upon exercise of the PIK Option (i.e., 12.00%), regardless of whether or not the Company has delivered a PIK Notice with respect to the current Interest Period commencing on and including the Closing Date and to but excluding November 6, 2019, (i) a PIK Notice indicating that the 100% PIK Option is being exercised and certifying that the Parent Issuer is permitted to exercise such PIK Option for such Interest Period shall be deemed to have been delivered to the Trustee in accordance with the procedures described in this Section 2.01(e) and the Notes and (ii) the 100% PIK Option shall be deemed to have been validly exercised for such Interest Period.

PIK Payments. If In connection with the Company is permitted to exercise the PIK Option for any Interest Period and does so exercise the PIK Option with respect to such Interest Period, the Company shall pay the applicable amount payment of PIK Interest for such Interest Period in respect of each the Notes, without notice to or consent of the Holders and without regard to any restrictions or limitations set forth in Section 4.09 hereof, the outstanding Note on principal amount of the Interest Payment Date in respect of such Interest Period. On any Interest Payment Date on which Notes may be increased from time to time or PIK Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Company pays PIK Interest (in each case, a “PIK Payment”)) and such PIK Notes shall be consolidated with and form a single class with the Initial Notes and shall have the same terms as to status, redemption or otherwise as the Initial Notes. PIK Interest on the Notes will be payable (1x) with respect to Global NotesNotes registered in the name of, or held by, the Depository, by increasing the principal amount of each the outstanding Global Note at the end of such Interest Period by an amount equal to the amount of PIK Interest for the applicable to such outstanding Global Note interest period (rounded up down to the nearest whole Dollardollar) for the relevant Interest Period, as provided in writing by the PIK Notice, Company to the credit of the Holders on the relevant record date, which shall upon receipt of an Authentication Order be recorded in the Registrar’s books and records and in the “Schedule of Increases or Decreases in the Global Note”, Trustee and (2y) with respect to Definitive Notes, by issuing additional PIK Notes (“PIK Notes”) in definitive form in an aggregate principal amount equal to the amount of PIK Interest for the applicable to each outstanding Definitive Note interest period (rounded up down to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, and the dollar). The Trustee will, at the written order request of the Company, authenticate and deliver such PIK Notes in definitive certificated form for original issuance to the Holders on the relevant record date, as shown by the records of the Registrar. Any PIK Notes issued in definitive form will be dated as register of the applicable Interest Payment Date and will bear interest from and after such date. All PIK Notes will be governed by, and subject to the terms (including the maturity date), provisions and conditions of, this Indenture and will have the same rights and benefits as the Notes issued on the Closing DateHolders. Following any an increase in the principal amount of the outstanding global Notes as a result of a PIK Payment, the Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Unless Any PIK Notes issued in certificated form will be dated as of the context otherwise requires, for all purposes under applicable interest payment date and will bear interest from and after such date. Any PIK Notes issued in certificated form shall be issued with the benefit of an indenture supplemental to this Indenture (including for purposes of calculating any redemption price or redemption amount), references to the “principal” and the “principal amount” of any Notes includes any increase shall be issued substantially in the principal amount thereof due to form of Exhibit A-1 attached hereto with the addition of PIK Interest thereto as a result of any PIK Payment. If description “PIK” on the Company is permitted to exercise the PIK Option for any Interest Period and desires to exercise the PIK Option for such Interest Period, the Company must deliver a notice to the Trustee no later than the day that is twenty days prior to the Interest Payment Date in respect face of such Interest Period, which notice (x) indicates the amount of PIK Interest and cash interest that will be paid in respect of such Interest Period on the Interest Payment Date in respect of such Interest Period, (y) certifies that the Company is permitted to exercise the PIK Option for such Interest Period pursuant to the terms of the Indenture and the Notes and is so exercising the PIK Option for such Interest Period and (z) directs the Trustee and the Paying Agent (if other than the Trustee) to increase the principal amount of the Notes in accordance with this paragraph, which notification the Trustee and Paying Agent shall be entitled to rely upon (such notice, a “PIK Notice”). Notwithstanding anything to the contrary contained in this Indenture or the Notes, whenever under this Indenture or the Notes accrued and unpaid interest is required to be paid in connection with a payment of principal on the Notes (whether in connection with a redemption, repurchase, Change of Control Offer, Asset Sale Offer, acceleration, or otherwise), such interest will be paid in cash (and not as PIK Interest) at the rate applicable to the payment of interest entirely in cash (i.e., 10.75%) and not the rate applicable upon exercise of the PIK Option (i.e., 12.00%), regardless of whether or not the Company has delivered a PIK Notice with respect to the current Interest PeriodNote.