Common use of Release of Subsidiary Guarantors from Guarantee Clause in Contracts

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership liability company or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Partnership to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Partnership Request accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) , and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.03. (c) If at any time following any release and discharge of the Guarantee of a Subsidiary Guarantor pursuant to the provisions of clause (ii) of Section 14.04(a) such Subsidiary Guarantor shall again guarantee any Debt of the Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, thereupon the Partnership shall cause such Subsidiary Guarantor to execute and deliver to the Trustee an Indenture supplemental hereto, in form satisfactory to the Trustee, in order to effect its Guarantee once again.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipIssuers, of all of the Partnership’s Issuers’ direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Issuers to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereundera Credit Facility, except a discharge or release by or as a result of payment under such guarantees. If at any time following any release and discharge of a Guarantee by a Subsidiary Guarantor pursuant to clause (ii) of this Section 14.04(a), such Subsidiary Guarantor shall incur a Guarantee under a Credit Facility, then such Subsidiary Guarantor shall be required to provide a Guarantee at such time. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s 's direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Partnership to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ ' Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this the Indenture, the Subsidiary Guarantee of any Subsidiary Guarantor may and all of its other obligations under the Indenture shall be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.041604. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Any Subsidiary Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV Article, together with all of its other obligations under the Indenture, shall be unconditionally released and discharged automatically (i) automatically upon (A) any sale, exchange or transferother disposition, whether by way of merger merger, consolidation or otherwise, to any Person that is not an Affiliate the Company or a Subsidiary, of a sufficient amount of the Partnership, Capital Stock of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor so that it no longer qualified as a “Subsidiary,” (provided such B) any sale, exchange or transfer other disposition (other than a lease) of all or substantially all of the assets of such Subsidiary Guarantor to any Person that is not prohibited by this Indenture) the Company or a Subsidiary, (BC) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor or (D) in each case to connection with any Covenant Defeasance, Legal Defeasance or satisfaction and discharge of the extent not prohibited by this Indenture) Notes as provided under Article Five or Article Fourteen of the Indenture or (ii) upon the Issuers’ delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, following the release or discharge of all guarantees by the Guarantee of such Subsidiary Guarantor of any Debt Indebtedness of the Issuers other than obligations arising Company under this Indenture and any Debt Securities issued hereundera Credit Facility, except a discharge or release by or as a result of payment under such guaranteesGuarantee. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from its Subsidiary Guarantee and all of its other obligations under the Guarantee Indenture upon receipt of a written request of the Issuers Company Request accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this the Indenture. . (c) Any Subsidiary Guarantor not so released shall in accordance with the provisions of the Indenture will remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the Guarantee Notes as provided in this IndentureArticle Sixteen, subject to the limitations of Section 14.031603.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0411.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV XI shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipIssuers, of all of the Partnership’s Issuers’ direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Issuers to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released released, it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0311.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.041604. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt debt of the Issuers Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.031603.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV X shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipIssuers, of all of the Partnership’s Issuers’ direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Issuers to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released released, it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV X shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV X shall be unconditionally released and discharged (i) automatically upon (Ai) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (Bii) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees). (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this the Indenture, the Subsidiary Guarantee of any Subsidiary Guarantor may shall be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.041604. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Any Subsidiary Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transferother disposition, whether by way of merger merger, consolidation or otherwise, to any Person that is not an Affiliate the Company or a Restricted Subsidiary, of a sufficient amount of the PartnershipCapital Stock of such Subsidiary Guarantor so that it no longer qualified as a “Subsidiary,” (B) any sale, exchange or other disposition (other than a lease) of all or substantially all of the Partnership’s direct or indirect limited partnership or other equity interests in assets of such Subsidiary Guarantor to any Person that is not the Company or a Restricted Subsidiary (provided provided, in respect of both clauses (A) and (B), such sale, exchange or transfer other disposition is not prohibited by this the Indenture) or ), (BC) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this the Indenture), (D) the designation by the Company of such Subsidiary as an Unrestricted Subsidiary in compliance with the other applicable provisions of the Indenture or (E) in connection with any Covenant Defeasance, Legal Defeasance or satisfaction and discharge of the Notes as provided under Article Five or Article Fourteen of the Indenture or (ii) upon the Issuers’ delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, following the release or discharge of all guarantees Guarantees by such Subsidiary Guarantor of any Debt Indebtedness that resulted in the creation of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereundersuch Subsidiary Guarantee pursuant to Section 1117, except a discharge or release by or as a result of payment under such guaranteesGuarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Subsidiary Guarantee upon receipt of a written request of the Issuers Company Request accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this the Indenture. . (c) Any Subsidiary Guarantor not so released shall in accordance with the provisions of the Indenture will remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the Guarantee Notes as provided in this IndentureArticle Sixteen, subject to the limitations of Section 14.031603.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipIssuers, of all of the Partnership’s Issuers’ direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Issuers to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any the Subsidiary Guarantor Guarantors may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Issuers to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0414.03. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange exchange, or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership liability company or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company Request accompanied by an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) , and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0314.02.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article ARTICLE XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV X shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice to of such release or discharge by the Trustee of Partnership, the Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0411.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV XI shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0311.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, unless otherwise provided as contemplated by Section 2.01, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0410.04. Provided Any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article X shall be automatically and unconditionally released and discharged (i) in connection with sale or other disposition of the Company’s direct or indirect limited partnership, limited liability company or other equity interests in such Subsidiary Guarantor (including by way of merger or otherwise) to any Person that is not the Company or a Subsidiary such that, after giving effect to any such sale or disposition, such Person is no longer a Subsidiary; (ii) upon the merger of such Subsidiary Guarantor into the Company or any other Subsidiary Guarantor or the liquidation or dissolution of such Subsidiary Guarantor; (iii) upon satisfaction and discharge or covenant defeasance or legal defeasance with respect to the Notes as set forth in Section 8.01(a), Section 8.01(b) or Section 8.01(c); or (iv) following delivery of a written notice thereof by the Company to the Trustee and provided that no Event of Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising Company under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guaranteesthe Credit Agreement. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s 's direct or indirect limited partnership or other equity interests in in, or all or substantially all the assets of, such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Partnership to the Trustee of Trustee, upon (x) the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guaranteesguarantees and (y) after giving effect to the proposed release and discharge, the aggregate total combined assets of all Subsidiaries of the Partnership that are not Subsidiary Guarantors do not exceed 2% of consolidated assets of the Partnership. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ ' Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this the Indenture, the Subsidiary Guarantee of any Subsidiary Guarantor may shall be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.041604. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Any Subsidiary Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transferother disposition, whether by way of merger merger, consolidation or otherwise, to any Person that is not an Affiliate of the PartnershipCompany or a Restricted Subsidiary, of all of the Partnership’s direct or indirect limited partnership Capital Stock of such Subsidiary Guarantor, (B) any sale, exchange or other equity interests in disposition (other than a lease) of all or substantially all of the assets of such Subsidiary Guarantor to any Person that is not the Company or a Restricted Subsidiary (provided provided, in respect of both clauses (A) and (B), such sale, exchange or transfer other disposition is not prohibited by this the Indenture) or ), (BC) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this the Indenture), (D) the designation by the Company of such Subsidiary as an Unrestricted Subsidiary in compliance with the other applicable provisions of the Indenture or (E) in connection with any Covenant Defeasance, Legal Defeasance or satisfaction and discharge of the Notes as provided under Article Five or Article Fourteen of the Indenture or (ii) upon the Issuers’ delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, following the release or discharge of all guarantees Guarantees by such Subsidiary Guarantor of any Debt Indebtedness that resulted in the creation of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereundersuch Subsidiary Guarantee pursuant to Section 1117, except a discharge or release by or as a result of payment under such guaranteesGuarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) Article VIII and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV X shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate the Company or a Subsidiary of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor and such Subsidiary Guarantor no longer qualifies as a Subsidiary of the Company as a result of such disposition (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released released, it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, unless otherwise provided as contemplated by Section 2.01, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV X shall be unconditionally released and discharged (i) automatically upon (A) any in connection with sale, exchange conveyance, assignment, transfer or transferother disposition of all or substantially all of the properties or assets of, whether or all of the Issuer’s direct or indirect limited partnership, limited liability company or other equity interests in, such Subsidiary Guarantor (including by way of merger or otherwise, consolidation) to any a Person that is not (either before or after giving effect to such transaction) an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor Issuer; (provided such sale, exchange or transfer is not prohibited by this Indentureii) or (B) upon the merger of such Subsidiary Guarantor into either of the Issuers Issuer or any other Subsidiary Guarantor or the liquidation and or dissolution of such Subsidiary Guarantor Guarantor; (in each case iii) upon satisfaction and discharge or covenant defeasance or legal defeasance with respect to the extent not prohibited by this IndentureNotes as set forth in Section 8.01(a), (b) or (iic); or (iv) upon the Issuers’ following delivery of a written notice thereof by the Issuer to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor under the Credit Facility; provided that, if, at any time following any release of any Debt of such Subsidiary Guarantor from its initial Guarantee as described in this clause (iv), such Subsidiary Guarantor again provides a guarantee under the Issuers other than obligations arising under this Indenture and any Debt Credit Facility, then the Issuer will cause such Subsidiary Guarantor to again Guarantee the Securities issued hereunder, except a discharge or release by or as a result of payment under such guaranteesin accordance herewith. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Issuer accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released released, it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipIssuers, of all of the Partnership’s Issuers’ direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Issuers to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereundera Credit Facility, except a discharge or release by or as a result of payment under such guarantees. If at any time following any release and discharge of a Guarantee by a Subsidiary Guarantor pursuant to clause (ii) of this Section 14.04(a), such Subsidiary Guarantor shall incur a Guarantee under a Credit Facility, then such Subsidiary Guarantor shall be required to provide a Guarantee at such time. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0417.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV Seventeen shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the Partnership’s Company's direct or indirect limited partnership or other equity interests in in, or all or substantially all the assets of, such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt indebtedness of the Issuers Company for money borrowed other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0317.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) Article VIII and in this Section 14.0411.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV XI shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate the Company or a Subsidiary of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor and such Subsidiary Guarantor no longer qualifies as a Subsidiary of the Company as a result of such disposition (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released released, it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0311.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Partnership to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Funded Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee Each Subsidiary Guarantor will be released and relieved of any obligations under its Subsidiary Guarantor may be released upon the terms and subject to the conditions Guarantee as set forth in the second paragraph of Section 11.02(b) 1117, and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Subsidiary Guarantee incurred by of a Subsidiary Guarantor pursuant to this Article XIV shall will also be unconditionally released and discharged immediately: (i1) automatically upon any sale or other disposition of all or substantially all of the properties or assets of such Subsidiary Guarantor (A) any sale, exchange or transfer, whether including by way of merger or otherwise, consolidation) to any a Person that is not an Affiliate (either before or after giving effect to such transaction) the Company or a Subsidiary Guarantor, if the sale or other disposition at the date thereof does not violate Section 1115; (2) upon any sale or other disposition of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger Capital Stock of such Subsidiary Guarantor into to a Person that is not (either before or after giving effect to such transaction) the Company or a Subsidiary Guarantor, if the sale or other disposition at the date thereof does not violate Section 1115 and such Subsidiary Guarantor no longer qualifies as a Subsidiary of the Issuers or any other Company as a result of such disposition; (3) upon designation of such Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with Section 1118; (4) upon Defeasance or Covenant Defeasance in accordance with Article Fourteen or satisfaction and discharge of the Indenture in accordance with Article Five; (5) upon the liquidation and or dissolution of such Subsidiary Guarantor Guarantor, provided that no Default or Event of Default occurs as a result thereof or shall have occurred and is continuing; or (6) in each the case of any Restricted Subsidiary which after the Issue Date is required to guarantee the extent not prohibited by this Indenture) or (ii) notes pursuant to Section 1117, upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge in full from its (x) guarantee of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge Indebtedness or release by or as a result of payment (y) obligation under such guarantees. (b) Credit Facility, in each case, which resulted in such Restricted Subsidiary’s obligation to guarantee the Notes. The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Subsidiary Guarantee upon receipt of a written request of the Issuers Company Request accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this the Indenture. Any Subsidiary Guarantor not so released shall in accordance with the provisions of the Indenture will remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the Guarantee Notes as provided in this IndentureArticle Sixteen, subject to the limitations of Section 14.031603.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) 402, Section 405, and in this Section 14.041404. Provided that no Default shall have occurred and shall be continuing under this Indenture, and subject to the items of Sections 402 and 405, the Guarantee incurred by of a Subsidiary Guarantor pursuant to this Article XIV Fourteen shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipIssuer, of all of the PartnershipIssuer’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Issuer or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) with respect to any series of Securities, upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor occurrence of any Debt other condition set forth in the Board Resolution, supplemental indenture or Officers’ Certificate establishing the terms of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guaranteesseries. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon Upon receipt of a written request of the Issuers Issuer accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the any Subsidiary Guarantor is entitled to such release from its Guarantee in accordance with the provisions of this Indenture. Any , the Guarantee of such Subsidiary Guarantor not shall be automatically released and the Trustee shall deliver an appropriate instrument evidencing the release of such Subsidiary Guarantor from the Guarantee. This Indenture may be executed in any number of counterparts, each of which so released executed shall remain liable for be deemed to be an original, but all such counterparts shall together constitute but one and the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03same instrument.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee Each Subsidiary Guarantor will be released and relieved of any obligations under its Subsidiary Guarantor may be released upon the terms and subject to the conditions Guarantee as set forth in the second paragraph of Section 11.02(b) 1117, and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Subsidiary Guarantee incurred by of a Subsidiary Guarantor pursuant to this Article XIV shall will also be unconditionally released and discharged immediately: (i1) automatically upon any sale or other disposition of all or substantially all of the properties or assets of such Subsidiary Guarantor (A) any sale, exchange or transfer, whether including by way of merger or otherwise, consolidation) to any a Person that is not an Affiliate (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary, if the sale or other disposition does not violate Section 1115; (2) upon any sale or other disposition of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger Capital Stock of such Subsidiary Guarantor into to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary, if the sale or other disposition does not violate Section 1115 and such Subsidiary Guarantor no longer qualifies as a Subsidiary of the Issuers or any other Company as a result of such disposition; (3) upon designation of such Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with Section 1118; (4) upon Defeasance or Covenant Defeasance in accordance with Article Fourteen or satisfaction and discharge of the Indenture in accordance with Article Five; or (5) upon the liquidation and or dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) Guarantor, provided that no Default or (ii) upon the Issuers’ delivery Event of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or Default occurs as a result of payment under such guarantees. (b) thereof or shall have occurred and is continuing. The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Subsidiary Guarantee upon receipt of a written request of the Issuers Company Request accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this the Indenture. Any Subsidiary Guarantor not so released shall in accordance with the provisions of the Indenture will remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the Guarantee Notes as provided in this IndentureArticle Sixteen, subject to the limitations of Section 14.031603.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any A Subsidiary Guarantor may will be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing from its obligations under this IndentureArticle 10 (other than any obligation that may have arisen under Section 10.05): (1) upon any consolidation with or merger with or into, the Guarantee incurred any Person by a such Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged Section 5.01(b); (i2) automatically upon (A) any sale, exchange the disposition of all or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate a portion of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger capital stock of such Subsidiary Guarantor into either of the Issuers or any other such that such Subsidiary Guarantor ceases to be a Subsidiary, if the sale or other disposition does not violate Section 4.11; (3) upon the liquidation and dissolution designation of such Subsidiary Guarantor (as an Unrestricted Subsidiary in each case to accordance with the extent not prohibited by terms of this Indenture; (4) or (ii) upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by at such time as such Subsidiary Guarantor does not have any guarantees outstanding (and the release from one or more of any Debt such Subsidiary Guarantor’s other guarantees may be conditioned upon the concurrent release of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, such Subsidiary Guarantor’s Guarantee) that would have required such Subsidiary Guarantor to enter into a Guarantee pursuant to Section 4.17 except upon a discharge or release by or as a result of payment under such guaranteesGuarantee; (5) upon defeasance of the Securities pursuant to Article VIII; or (6) upon the discharge of the Company’s obligations under this Indenture; provided, however, that in the case of Section 10.04(a)(1), if such other Person is not a Subsidiary of the Company, then (i) such merger or consolidation must otherwise be permitted by this Indenture and (ii) the Company must provide an Officers’ Certificate to the Trustee to the effect that the Company will comply with its obligations, if any, under Section 4.11. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released released, it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities Notes entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any A Subsidiary Guarantor may will be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing from its obligations under this IndentureArticle 10 (other than any obligation that may have arisen under Section 10.05): (1) upon any consolidation with, the Guarantee incurred or merger with or into, any Person by a such Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged Section 5.01(b); (i2) automatically upon (A) any sale, exchange the disposition of all or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate a portion of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger capital stock of such Subsidiary Guarantor into either such that such Subsidiary Guarantor ceases to be a Subsidiary; (3) upon a sale, exchange, transfer or other disposition (including by way of merger, amalgamation, consolidation, dividend distribution or otherwise) of all or substantially all of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution assets of such Subsidiary Guarantor to a Person other than the Company or a Subsidiary; (in each case to the extent not prohibited by this Indenture) or (ii4) upon the Issuers’ delivery designation of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture; (5) at such time as such Subsidiary Guarantor does not have any Debt guarantees outstanding (and the release from one or more of such Subsidiary Guarantor’s other guarantees may be conditioned upon the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, concurrent release of such Subsidiary Guarantor’s Guarantee) that would have required such Subsidiary Guarantor to enter into a Guarantee pursuant to Section 4.13 except upon a discharge or release by or in full as a result of payment under such guaranteesGuarantee (it being understood that a release subject to a contingent reinstatement is still considered a release); (6) upon defeasance of the Securities pursuant to Article VIII; (7) upon the discharge of the Company’s obligations under this Indenture; (8) as described under Section 9.06; or (9) upon delivery of a Suspension Event Notice pursuant to a Suspension Event; provided, however, that in the case of Section 10.04(a)(1), if such other Person is not the Company or a Subsidiary Guarantor, then (i) either (A) such Subsidiary Guarantor’s obligations under its Guarantee must be expressly assumed by such other Person by a supplemental indenture, except that such assumption will not be required if such other Person is a Subsidiary of the Company, or (B) such transaction is (1) a sale or other disposition of all or substantially all of the assets of such Subsidiary Guarantor (including by way of merger or consolidation) to a Person or Persons that are not (either before or after giving effect to such transaction) the Company or a Subsidiary, or (2) a sale or other disposition of all of the Equity Interests of that Guarantor to a Person or Persons that are not (either before or after giving effect to such transaction) the Company or a Subsidiary, and (ii) the Company provides to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all applicable conditions and covenants contained in this Indenture have been complied with, that such supplemental indenture complies with the provisions of this Indenture and, with respect to such Opinion of Counsel, that such supplemental indenture is the legal, valid and binding obligation of the Subsidiary Guarantor or such other Person. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released released, it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities Notes entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this the Indenture, the Subsidiary Guarantee of any Subsidiary Guarantor may shall be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.041604. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Any Subsidiary Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transferother disposition, whether by way of merger merger, consolidation or otherwise, to any Person that is not an Affiliate the Company or a Restricted Subsidiary, of a sufficient amount of the PartnershipCapital Stock of such Subsidiary Guarantor that it no longer qualifies as a Subsidiary of the Company, (B) any sale, exchange or other disposition (other than a lease) of all or substantially all of the Partnership’s direct or indirect limited partnership or other equity interests in assets of such Subsidiary Guarantor to any Person that is not the Company or a Restricted Subsidiary ( provided, in respect of both clauses (provided A) and (B), such sale, exchange or transfer other disposition is not prohibited by this Indenture) or Section 1115), (BC) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this the Indenture), (D) the designation by the Company of such Subsidiary as an Unrestricted Subsidiary in compliance with the other applicable provisions of the Indenture or (E) in connection with any Covenant Defeasance, Legal Defeasance or satisfaction and discharge of the Notes as provided under Article Five or Article Fourteen of the Indenture or (ii) upon the Issuers’ delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, following the release or discharge of all guarantees Guarantees by such Subsidiary Guarantor of any Debt Indebtedness that resulted in the creation of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereundersuch Subsidiary Guarantee pursuant to Section 1117, except a discharge or release by or as a result of payment under such guaranteesGuarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Partnership to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Partnership Request accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.03. (c) If at any time following any release and discharge of the Guarantee of a Subsidiary Guarantor pursuant to the provisions of clause (ii) of Section 14.04(a) such Subsidiary Guarantor shall again guarantee any Debt of the Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, thereupon the Partnership shall cause such Subsidiary Guarantor to execute and deliver to the Trustee an Indenture supplemental hereto, in form satisfactory to the Trustee, in order to effect its Guarantee once again.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV X shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice notice, in the form of an Officers’ Certificate, of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge (any such release or discharge may be conditioned upon the concurrent release or discharge of the Guarantee) of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Subsidiary Guarantee of any Subsidiary Guarantor may shall be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.041604. Provided that no Default shall have occurred and shall be continuing under this Indenture, the The Subsidiary Guarantee incurred by of a Subsidiary Guarantor pursuant to this Article XIV shall will be unconditionally released and discharged automatically: (i1) automatically upon (A) in connection with any salesale or other disposition of all or substantially all of the properties or assets of that Subsidiary Guarantor, exchange or transfer, whether by way of merger merger, consolidation or otherwise, to any a Person that is not an Affiliate (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Partnership, of all Company if the sale or other disposition as of the Partnership’s direct or indirect limited partnership time of such disposition does not violate the Section 1115 provisions of this Indenture; (2) in connection with any sale or other equity interests in disposition of the Capital Stock of that Subsidiary Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if the sale or other disposition does not violate Section 1115 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of the sale or other disposition; (3) if the Company designates such Subsidiary Guarantor (provided such sale, exchange to be an Unrestricted Subsidiary in accordance with the applicable provisions of this Indenture or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either otherwise becomes an Excluded Subsidiary; (4) upon legal defeasance, covenant defeasance or satisfaction and discharge of the Issuers or any other Subsidiary Guarantor or this Indenture as provided in Article 14 and Article 5; (5) upon the liquidation and or dissolution of such Subsidiary Guarantor provided no Default or Event of Default has occurred that is continuing; (in each case to the extent not prohibited by this Indenture6) or (ii) upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by at such time as such Subsidiary Guarantor ceases both (a) to Guarantee any other Indebtedness of the Company and any Indebtedness of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, Subsidiary Guarantor (except a discharge or release by or as a result of payment under any such guaranteesother Guarantee) and (b) to be an obligor with respect to any Indebtedness under any Credit Facility; or (7) upon such Subsidiary Guarantor consolidating with, merging into or transferring all of its properties or assets to the Company or another Subsidiary Guarantor, and as a result of, or in connection with, such transaction such Subsidiary Guarantor dissolving or otherwise ceasing to exist. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Subsidiary Guarantee upon receipt of a written request of the Issuers Company Request accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. . (c) Any Subsidiary Guarantor not so released shall in accordance with the provisions of this Indenture will remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the Guarantee Notes as provided in this IndentureArticle Sixteen, subject to the limitations of Section 14.031603.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership Partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Partnership to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV X shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Partnership to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s 's direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Partnership to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Funded Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ ' Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) , and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03. (c) If at any time following any release and discharge of the Guarantee of a Subsidiary Guarantor pursuant to the provisions of clause (ii) of Section 14.04(a) such Subsidiary Guarantor shall again guarantee any Funded Debt of the Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, thereupon the Partnership shall cause such Subsidiary Guarantor to execute and deliver to the Trustee an Indenture supplemental hereto, in form satisfactory to the Trustee, in order to effect the Guarantee once again.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Subsidiary Guarantee of any Subsidiary Guarantor may shall be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.041604. Provided that no Default shall have occurred and shall be continuing under this Indenture, the The Subsidiary Guarantee incurred by of a Subsidiary Guarantor pursuant to this Article XIV shall will be unconditionally released and discharged automatically: (i1) automatically upon (A) in connection with any salesale or other disposition of all or substantially all of the properties or assets of that Subsidiary Guarantor, exchange or transfer, whether by way of merger merger, consolidation or otherwise, to any a Person that is not an Affiliate (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Partnership, of all Company if the sale or other disposition as of the Partnership’s direct or indirect limited partnership time of such disposition does not violate the Section 1115 provisions of this Indenture; (2) in connection with any sale or other equity interests in disposition of the Capital Stock of that Subsidiary Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if the sale or other disposition does not violate Section 1115 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of the sale or other disposition; (3) if the Company designates such Subsidiary Guarantor (provided such sale, exchange to be an Unrestricted Subsidiary in accordance with the applicable provisions of this Indenture or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either otherwise becomes an Excluded Subsidiary; (4) upon legal defeasance, covenant defeasance or satisfaction and discharge of the Issuers or any other Subsidiary Guarantor or this Indenture as provided in Article 14 and Article 5; (5) upon the liquidation and or dissolution of such Subsidiary Guarantor provided no Default or Event of Default has occurred that is continuing; (in each case to the extent not prohibited by this Indenture6) or (ii) upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by at such time as such Subsidiary Guarantor ceases both (a) to Guarantee any other Indebtedness of the Company and any Indebtedness of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, Subsidiary Guarantor (except a discharge or release by or as a result of payment under any such guaranteesother Guarantee) and (b) to be an obligor with respect to any Indebtedness under any Credit Facility; or (7) upon such Subsidiary Guarantor consolidating with, merging into or transferring all of its properties or assets to the Company or another Subsidiary Guarantor, and as a result of, or in connection with, such transaction such Subsidiary Guarantor dissolving or otherwise ceasing to exist. (b) The Trustee shall deliver execute an appropriate instrument reasonably requested of it evidencing any release of a Subsidiary Guarantor from the Subsidiary Guarantee upon receipt of a written request of the Issuers Company Request accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. . (c) Any Subsidiary Guarantor not so released shall in accordance with the provisions of this Indenture will remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the Guarantee Notes as provided in this IndentureArticle Sixteen, subject to the limitations of Section 14.031603.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any a Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0413.03. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV 13 shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt Indebtedness of the Issuers Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate such instrument as are requested by the Company evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0313.02.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV XIV, together with all of its other obligations hereunder, shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee Guarantee, together with all of its other obligations hereunder, upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0414.03. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange exchange, or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership liability company or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company Request accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) , and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0314.02. (c) If at any time following any release and discharge of the Guarantee of a Subsidiary Guarantor pursuant to the provisions of clause (ii) of Section 14.03(a) such Subsidiary Guarantor shall again guarantee any Debt of the Company in an aggregate amount in excess of $100,000,000, other than obligations arising under this Indenture and any Debt Securities issued hereunder, the Company shall promptly cause such Subsidiary Guarantor to execute and deliver to the Trustee an Indenture supplemental hereto, in form satisfactory to the Trustee, in order to effect its Guarantee once again.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV X shall be unconditionally released and discharged (i) automatically upon (Ai) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s 's direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (Bii) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees). (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ ' Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0417.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV Seventeen shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership or other equity interests in in, or all or substantially all the assets of, such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt indebtedness of the Issuers Company for money borrowed other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0317.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Partnership to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) Article VIII and in this Section 14.0411.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV XI shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate the Company or a Subsidiary of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor and such Subsidiary Guarantor no longer qualifies as a Subsidiary of the Company as a result of such disposition (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees the guarantee by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunderCompany that resulted in such Guarantee, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released released, it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0311.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange exchange, or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership liability company or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or and discharge of all guarantees by or other obligations of such Subsidiary Guarantor of any Debt with respect to the obligations of the Issuers other than obligations arising Company or its Subsidiaries under this Indenture the Credit Agreement and any Debt Securities issued hereunderthe Term Loan, except a discharge or release by or as a result of payment under such guaranteesapplicable. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company Request accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) , and interest on the Debt Securities Notes entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0314.02. (c) If at any time following any release of the Guarantee of any Subsidiary Guarantor pursuant to Section 14.04(a)(ii), such Subsidiary Guarantor again becomes a guarantor or co-obligor of the Credit Agreement or the Term Loan, then such Subsidiary Guarantor shall again guarantee the Company’s obligations under the Notes and the Company shall cause such Subsidiary Guarantor to promptly execute and deliver a supplemental indenture to this Indenture, in substantially in the form attached hereto as Exhibit D, providing for the Guarantee by such Subsidiary Guarantor of the Company’s obligations under the Notes in accordance with Article XIV herein.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s 's direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Partnership to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Partnership Request accompanied by an Officers’ ' Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) , and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.03. (c) If at any time following any release and discharge of the Guarantee of a Subsidiary Guarantor pursuant to the provisions of clause (ii) of Section 14.04(a) such Subsidiary Guarantor shall again guarantee any Debt of the Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, thereupon the Partnership shall cause such Subsidiary Guarantor to execute and deliver to the Trustee an Indenture supplemental hereto, in form satisfactory to the Trustee, in order to effect its Guarantee once again.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, unless otherwise provided as contemplated by Section 2.01, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0410.04. Provided Any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article X shall be automatically and unconditionally released and discharged (i) in connection with sale or other disposition of the Company’s direct or indirect limited partnership, limited liability company or other equity interests in such Subsidiary Guarantor (including by way of merger or otherwise) to any Person that is not the Company or a Subsidiary such that, after giving effect to any such sale or disposition, such Person is no longer a Subsidiary; (ii) upon the merger of such Subsidiary Guarantor into the Company or any other Subsidiary Guarantor or the liquidation or dissolution of such Subsidiary Guarantor; (iii) upon satisfaction and discharge or covenant defeasance or legal defeasance with respect to the Notes as set forth in Section 8.01(a), Section 8.01(b) or Section 8.01(c); or (iv) following delivery of a written notice thereof by the Company to the Trustee and provided that no Event of Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising Company or another Subsidiary Guarantor under this Indenture the Credit Agreement and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guaranteesthe Existing Senior Notes. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) Article VIII and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV X shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate the Issuers or a Subsidiary of the Partnershipof the Issuers, of all of the Partnership’s Issuers’ direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor and such Subsidiary Guarantor no longer qualifies as a Subsidiary of the Company as a result of such disposition (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Issuers to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released released, it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any a Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0413.03. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV 13 shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt Indebtedness of the Issuers Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0313.02.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of either of the PartnershipIssuers, of all of the Partnership’s Issuers’ direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers an Issuer or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Issuers to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipIssuers, of all of the Partnership’s Issuers’ direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Issuers to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereundera Credit Facility, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) 402, Section 405, and in this Section 14.041404. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by of a Subsidiary Guarantor pursuant to this Article XIV Fourteen shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipIssuer, of all of the PartnershipIssuer’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Issuer or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) with respect to any series of Securities, upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor occurrence of any Debt other condition set forth in the Board Resolution, supplemental indenture or Officers’ Certificate establishing the terms of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guaranteesseries. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon Upon receipt of a written request of the Issuers Issuer accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the any Subsidiary Guarantor is entitled to such release from its Guarantee in accordance with the provisions of this Indenture. Any , the Guarantee of such Subsidiary Guarantor not shall be automatically released and the Trustee shall deliver an appropriate instrument evidencing the release of such Subsidiary Guarantor from the Guarantee. This Indenture may be executed in any number of counterparts, each of which so released executed shall remain liable for be deemed to be an original, but all such counterparts shall together constitute but one and the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03same instrument.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership liability company or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) Article VIII and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV X shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate the Company or a Subsidiary of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor and such Subsidiary Guarantor no longer qualifies as a Subsidiary of the Company as a result of such disposition (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees the guarantee by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunderCompany that resulted in such Guarantee, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released released, it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s 's direct or indirect limited partnership or other equity interests in in, or all or substantially all the assets of, such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Partnership to the Trustee of Trustee, upon (x) the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guaranteesguarantees and (y) after giving effect to the proposed release and discharge, the aggregate total combined assets of all Subsidiaries of the Partnership that are not Subsidiary Guarantors do not exceed 2% of consolidated assets of the Partnership. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ ' Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.Subsidiary

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any A Subsidiary Guarantor may will be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing from its obligations under this IndentureArticle 10 (other than any obligation that may have arisen under Section 10.05): (1) upon any consolidation with, the Guarantee incurred or merger with or into, any Person by a such Subsidiary Guarantor pursuant to Section 5.01(b); (2) upon the disposition of all or a portion of the capital stock of such Subsidiary Guarantor such that such Subsidiary Guarantor ceases to be a Subsidiary; (3) upon a sale, exchange, transfer or other disposition (including by way of merger, amalgamation, consolidation, dividend distribution or otherwise) of all or substantially all of the assets of such Subsidiary Guarantor to a Person other than the Company or a Subsidiary; (4) upon the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture; (5) at such time as such Subsidiary Guarantor does not have any guarantees outstanding (and the release from one or more of such Subsidiary Guarantor’s other guarantees may be conditioned upon the concurrent release of such Subsidiary Guarantor’s Guarantee) that would have required such Subsidiary Guarantor to enter into a Guarantee pursuant to Section 4.13 except upon a discharge or release in full as a result -38- of payment under such Guarantee (it being understood that a release subject to a contingent reinstatement is still considered a release); (6) upon defeasance of the Securities pursuant to Article XIV shall be unconditionally released and discharged VIII; (7) upon the discharge of the Company’s obligations under this Indenture; (8) as described under Section 9.06; or (9) upon delivery of a Suspension Event Notice pursuant to a Suspension Event; provided, however, that in the case of Section 10.04(a)(1), if such other Person is not the Company or a Subsidiary Guarantor, then (i) automatically upon either (A) any salesuch Subsidiary Guarantor’s obligations under its Guarantee must be expressly assumed by such other Person by a supplemental indenture, exchange except that such assumption will not be required if such other Person is a Subsidiary of the Company, or transfer, whether (B) such transaction is (1) a sale or other disposition of all or substantially all of the assets of such Subsidiary Guarantor (including by way of merger or otherwiseconsolidation) to a Person or Persons that are not (either before or after giving effect to such transaction) the Company or a Subsidiary, to any Person that is not an Affiliate of the Partnership, or (2) a sale or other disposition of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Equity Interests of that Subsidiary Guarantor to a Person or Persons that are not (provided either before or after giving effect to such sale, exchange or transfer is not prohibited by this Indenture) or (Btransaction) the merger Company or a Subsidiary, and (ii) the Company provides to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all applicable conditions and covenants contained in this Indenture have been complied with, that such Subsidiary Guarantor into either supplemental indenture complies with the provisions of this Indenture and, with respect to such Opinion of Counsel, that such supplemental indenture is the legal, valid and binding obligation of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guaranteesPerson. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released released, it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities Notes entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.10.03. -39-

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any A Subsidiary Guarantor may will be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing from its obligations under this IndentureArticle 10 (other than any obligation that may have arisen under Section 10.05): (1) upon any consolidation with, the Guarantee incurred or merger with or into, any Person by a such Subsidiary Guarantor pursuant to Section 5.01(b); (2) upon the disposition of all or a portion of the capital stock of such Subsidiary Guarantor such that such Subsidiary Guarantor ceases to be a Subsidiary; (3) upon a sale, exchange, transfer or other disposition (including by way of merger, amalgamation, consolidation, dividend distribution or otherwise) of all or substantially all of the assets of such Subsidiary Guarantor to a Person other than the Company or a Subsidiary; (4) upon the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the terms of this Indenture; (5) at such time as such Subsidiary Guarantor does not have any guarantees outstanding (and the release from one or more of such Subsidiary Guarantor’s other guarantees may be conditioned upon the concurrent release of such Subsidiary Guarantor’s Guarantee) that would have required such Subsidiary Guarantor to enter into a Guarantee pursuant to Section 4.13 except upon a discharge or release in full as a result -38- of payment under such Guarantee (it being understood that a release subject to a contingent reinstatement is still considered a release); (6) upon defeasance of the Securities pursuant to Article XIV shall be unconditionally released and discharged VIII; (7) upon the discharge of the Company’s obligations under this Indenture; (8) as described under Section 9.06; or (9) upon delivery of a Suspension Event Notice pursuant to a Suspension Event; provided, however, that in the case of Section 10.04(a)(1), if such other Person is not the Company or a Subsidiary Guarantor, then (i) automatically upon either (A) any salesuch Subsidiary Guarantor’s obligations under its Guarantee must be expressly assumed by such other Person by a supplemental indenture, exchange except that such assumption will not be required if such other Person is a Subsidiary of the Company, or transfer, whether (B) such transaction is (1) a sale or other disposition of all or substantially all of the assets of such Subsidiary Guarantor (including by way of merger or otherwiseconsolidation) to a Person or Persons that are not (either before or after giving effect to such transaction) the Company or a Subsidiary, to any Person that is not an Affiliate of the Partnership, or (2) a sale or other disposition of all of the Partnership’s direct Equity Interests of that Guarantor to a Person or indirect limited partnership Persons that are not (either before or other equity interests in after giving effect to such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (Btransaction) the merger Company or a Subsidiary, and (ii) the Company provides to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all applicable conditions and covenants contained in this Indenture have been complied with, that such Subsidiary Guarantor into either supplemental indenture complies with the provisions of this Indenture and, with respect to such Opinion of Counsel, that such supplemental indenture is the legal, valid and binding obligation of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guaranteesPerson. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released released, it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities Notes entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.10.03. -39-

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this the Indenture, the Subsidiary Guarantee of any Subsidiary Guarantor may shall be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.041604. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Any Subsidiary Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transferother disposition, whether by way of merger merger, consolidation or otherwise, to any Person that is not an Affiliate of the PartnershipCompany or a Restricted Subsidiary, of all of the Partnership’s direct or indirect limited partnership Capital Stock of such Subsidiary Guarantor, (B) any sale, exchange or other equity interests in disposition (other than a lease) of all or substantially all of the assets of such Subsidiary Guarantor to any Person that is not the Company or a Restricted Subsidiary ( provided, in respect of both clauses (provided A) and (B), such sale, exchange or transfer other disposition is not prohibited by this Indenture) or Section 1115), (BC) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this the Indenture), (D) the designation by the Company of such Subsidiary as an Unrestricted Subsidiary in compliance with the other applicable provisions of the Indenture or (E) in connection with any Covenant Defeasance, Legal Defeasance or satisfaction and discharge of the Notes as provided under Article Five or Article Fourteen of the Indenture or (ii) upon the Issuers’ delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, following the release or discharge of all guarantees Guarantees by such Subsidiary Guarantor of any Debt Indebtedness that resulted in the creation of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereundersuch Subsidiary Guarantee pursuant to Section 1117, except a discharge or release by or as a result of payment under such guaranteesGuarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Subsidiary Guarantee upon receipt of a written request of the Issuers Company Request accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this the Indenture. . (c) Any Subsidiary Guarantor not so released shall in accordance with the provisions of the Indenture will remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the Guarantee Notes as provided in this IndentureArticle Sixteen, subject to the limitations of Section 14.031603.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV X shall be released with respect to any series of Debt Securities upon satisfaction and discharge of this Indenture with respect to such Debt Securities, or exercise of the legal defeasance option or covenant defeasance option with respect to such Debt Securities, in each case as set forth in Article VIII. Any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article X shall be unconditionally released and discharged (i) automatically upon (Ai) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipIssuer, of all of the PartnershipIssuer’s direct or indirect limited partnership or other equity interests Capital Stock in such Subsidiary Guarantor Guarantor, (provided such sale, exchange or transfer is not prohibited by this Indenture) or (Bii) the merger of such Subsidiary Guarantor into either of the Issuers Issuer or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (iiiii) upon the Issuers’ following delivery of a written notice by the Issuer to the Trustee Trustee, upon the release of all Guarantees of the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt with respect to the obligations of the Issuers other than obligations arising Issuer under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guaranteesthe Credit Agreement. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Issuer accompanied by an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject If no Default with respect to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have Notes has occurred and shall be is continuing under this Indenture, and to the Guarantee incurred extent not otherwise prohibited by this Indenture, a Subsidiary Guarantor pursuant to this Article XIV shall will be unconditionally released and discharged from its Guarantee: (i1) automatically upon (A) any direct or indirect sale, exchange transfer or transferother disposition, whether by way of merger or otherwise, to any Person that is not an Affiliate a Subsidiary of the Partnership, of (a) all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger Capital Stock representing ownership of such Subsidiary Guarantor into either or (b) all or substantially all the assets of such Subsidiary Guarantor, in each case, if such sale, transfer or other disposition, is made in compliance with the Issuers or any other Subsidiary Guarantor or applicable provisions of this Indenture; (2) upon the liquidation and or dissolution of such Subsidiary Guarantor Guarantor; (in each case to 3) following delivery by the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice Partnership to the Trustee of an Officer’s Certificate to the release or discharge of all guarantees by effect that such Subsidiary Guarantor has been released from another guarantee that resulted in the creation of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereundersuch Guarantee, except in the case of a discharge or release by or as a result of payment under such guaranteesother guarantee; or (4) upon legal defeasance or satisfaction and discharge of this Indenture as provided in Article VIII. (b) In addition, the Guarantee of SPL Member will be unconditionally released during any period that is not a Security Requirement Period. (c) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities Notes entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0411.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV XI shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Partnership to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released released, it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0311.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) Article VIII and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV X shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate the Issuers or a Subsidiary of the Partnershipof the Issuers, of all of the Partnership’s Issuers’ direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor and such Subsidiary Guarantor no longer qualifies as a Subsidiary of the Company as a result of such disposition (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Issuers to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.this

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange exchange, or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the PartnershipCompany’s direct or indirect limited partnership liability company or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or and discharge of all guarantees by or other obligations of such Subsidiary Guarantor of any Debt with respect to the obligations of the Issuers other than obligations arising Company or its Subsidiaries under this Indenture and any Debt Securities issued hereunderthe Credit Agreement, except a discharge or release by or as a result of payment under such guaranteesapplicable. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Company Request accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) , and interest on the Debt Securities Notes entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0314.02. (c) If at any time following any release of the Guarantee of any Subsidiary Guarantor pursuant to Section 14.04(a)(ii), such Subsidiary Guarantor again becomes a guarantor or co-obligor of the Credit Agreement, then such Subsidiary Guarantor shall again guarantee the Company’s obligations under the Notes and the Company shall cause such Subsidiary Guarantor to promptly execute and deliver a supplemental indenture to this Indenture, in substantially in the form attached hereto as Exhibit D, providing for the Guarantee by such Subsidiary Guarantor of the Company’s obligations under the Notes in accordance with Article XIV herein.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipIssuers, of all of the Partnership’s Issuers’ direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Issuers to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereundera Credit Facility, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.041604. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipIssuers, of all of the Partnership’s Issuers’ direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Issuers to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.031603.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0411.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV XI shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s 's direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice to of such release or discharge by the Trustee of Partnership, the Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ ' Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0311.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV X shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s 's direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice to of such release or discharge by the Trustee of Partnership, the Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ ' Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) 11.02 and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership liability company or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Partnership to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers Partnership Request accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) , and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.03. (c) If at any time following any release and discharge of the Guarantee of a Subsidiary Guarantor pursuant to the provisions of clause (ii) of Section 14.04(a) such Subsidiary Guarantor shall again guarantee any Debt of the Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, thereupon the Partnership shall cause such Subsidiary Guarantor to execute and deliver to the Trustee an Indenture supplemental hereto, in form satisfactory to the Trustee, in order to effect its Guarantee once again.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Partnership to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain remains liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) Article VIII and in this Section 14.0411.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV XI shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate the Issuers or a Subsidiary of the Partnershipof the Issuers, of all of the Partnership’s Issuers’ direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor and such Subsidiary Guarantor no longer qualifies as a Subsidiary of the Company as a result of such disposition (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Issuers to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the its Guarantee upon receipt of a written request of the Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released released, it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0311.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV X shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the Partnership’s Company's direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Company or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ following delivery of a written notice of such release or discharge by the Company to the Trustee of Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt Borrowed Money Indebtedness of the Issuers Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any If the Subsidiary Guarantor is not so released it shall remain liable for the full amount of principal of (and premium, if any, on) and interest on the Debt Securities entitled to the benefits of the such Guarantee as provided in this Indenture, subject to the limitations of Section 14.0310.03.

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) automatically upon (A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (B) the merger of such Subsidiary Guarantor into either of the Issuers Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (ii) upon the Issuers’ delivery of a written notice by the Partnership to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Issuers Partnership other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees. (b) The Trustee shall deliver an appropriate instrument evidencing any release of a Subsidiary Guarantor from the Guarantee upon receipt of a written request of the Issuers Partnership accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Subsidiary Guarantor is entitled to such release in accordance with the provisions of this Indenture. Any Subsidiary Guarantor not so released shall remain liable for the full amount of principal of (and premium, if any) and interest on the Debt Securities entitled to the benefits of the Guarantee as provided in this Indenture, subject to the limitations of Section 14.03.