Common use of Releases of Subsidiary Guarantees Clause in Contracts

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in clauses (1) through (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest and premium, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate is permitted by Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; the sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.19 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to both (x) guarantee any other Indebtedness for borrowed money of either of the Company or Issuers and any other Subsidiary Guarantor. Guarantor and (by) to be an obligor with respect to any Indebtedness under a Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a) has occurred, the Trustee Trustee, at the Company’s written request and expense, shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of all of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; Company, if the sale or other disposition complies with Section 4.10; (3) if such Guarantor is a Restricted Subsidiary and the Company designates any Restricted Subsidiary that is a Subsidiary such Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.18 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 Guarantor provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred or if it satisfies and discharges this Indenture in accordance with Section 8.08is continuing; or (6) at such time as such Subsidiary Guarantor ceases both (x) to guarantee any other Indebtedness for borrowed money of either of the Issuers and any Indebtedness of any other Guarantor (except as a result of payment under any such other guarantee) and (y) to be an obligor with respect to any Indebtedness under any Credit Facility; or (7) upon such Guarantor consolidating with, merging into or transferring all of its properties or assets to the Company or any other Subsidiary another Guarantor. (b) , and as a result of, or in connection with, such transaction such Guarantor dissolving or otherwise ceasing to exist. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a7) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and interest, premium, and interest and premiumAdditional Interest, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The A Subsidiary Guarantee of a Subsidiary Guarantor will be automatically and unconditionally released:released (and thereupon shall terminate and be discharged and be of no further force and effect): (1) in connection with any sale or other disposition (including by merger or otherwise) of the Capital Stock of the Subsidiary Guarantor after which such Subsidiary Guarantor is no longer a Subsidiary of the Company to a Person that is not (either before or after giving effect to such transaction) an Affiliate of the Company , if the sale of all or substantially all of the assets such Capital Stock of that Subsidiary Guarantor (including by way of merger or consolidation) other than to complies with the Company or another Subsidiary Guarantor, if such transaction as applicable provisions of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other dispositionIndenture; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; (3) if the Company properly designates any Restricted Subsidiary that is a the Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of under this Indenture; (3) solely in the case of a Subsidiary Guarantee created pursuant to the covenant described under Section 3.17 upon the release or discharge of the guarantee that resulted in the creation of such Subsidiary Guarantee pursuant to that covenant, except a discharge or release by or as a result of payment under such guarantee; (4) upon a Legal Defeasance or satisfaction and discharge of the liquidation Indenture that complies with the provisions under Section 8.1 or dissolution of such Subsidiary Guarantor;Section 8.6; or (5) if the Company effects a Legal Defeasance upon payment in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money full of the Company or aggregate principal amount of all Securities then outstanding and all other financial obligations under the Indenture and the Securities then due and owing. Upon any other occurrence giving rise to a release of a Subsidiary Guarantor. (b) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in clauses (1) through (6) of Section 10.02(a) has occurredGuarantee as specified above, the Trustee shall will execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence or effect such release, discharge and termination in respect of such Subsidiary Guarantee. Neither the release of Company nor any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its will be required to make a notation on the Notes to reflect any such Subsidiary Guarantee shall remain liable for the full amount of principal ofor any such release, and interest and premium, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10termination or discharge.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations 4.10 of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other dispositionthis Indenture; (2) in connection with any sale or other disposition of all of the Capital Stock of a Subsidiary Guarantor to a Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transactionthis Indenture; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as to be an Unrestricted Subsidiary in accordance with the applicable provisions of this Indenture; (4) upon legal defeasance or satisfaction and discharge of the liquidation notes as provided under Article 8 or dissolution Article 12 of such Subsidiary Guarantor;this Indenture; or (5) if with the Company effects a Legal Defeasance consent of the Holders of at least 75% in accordance with Section 8.02 or a Covenant Defeasance principal amount of the Notes then outstanding. Any Guarantor not released from its obligations under Section 8.03, or if it satisfies its Subsidiary Guarantee will remain liable for the full amount of principal of and discharges interest on the Notes and for the other obligations of any Guarantor under this Indenture as provided in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases this Article 11. The Company will provide written notice to guarantee the Trustee upon any other Indebtedness for borrowed money release of a Guarantor. Upon request of the Company or any other Subsidiary Guarantor. (b) Upon Company, and delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel certifying that all covenants and conditions precedent hereunder to the effect and stating that any release of the conditions described in clauses (1) through (6) of Section 10.02(a) has occurredsuch Guarantor have been complied with, the Trustee shall will execute any documents reasonably requested by and deliver a release of such Guarantor to the Company at and the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest and premium, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10Guarantor.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate is permitted by Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; the sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.20 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to both (x) guarantee any other Indebtedness for borrowed money of either of the Company or Issuers and any other Subsidiary Guarantor. Guarantor and (by) to be an obligor with respect to any Indebtedness under a Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through — (6) of Section 10.02(a) has occurred, the Trustee Trustee, at the Company’s written request and expense, shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee In the event of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of that any Subsidiary Guarantor (including to a Person other than a Subsidiary or the Company in a transaction that does not violate any provisions of this Indenture, by way of merger merger, consolidation or consolidationotherwise, or a sale or other disposition (including, without limitation, by foreclosure) of all of the Capital Stock of any Subsidiary Guarantor to a Person other than to a Subsidiary or the Company or another Company, then such Subsidiary Guarantor, if such transaction as Guarantor shall be released and relieved of the time of such disposition does not violate Section 4.10any obligations under this Indenture and its Subsidiary Guarantee; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which that secure, any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor shall also terminate or be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) . Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect and stating that any such sale or other disposition was made in accordance with the provisions of the conditions described in clauses (1) through (6) of Section 10.02(a) has occurredthis Indenture, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee. In the event of a release or discharge in full of all obligations of any Subsidiary Guarantor in respect of all of its guarantees of Indebtedness of the Company (other than the Notes) and the repayment of all Indebtedness, other than Permitted Subsidiary Indebtedness, of such Subsidiary Guarantor, such Subsidiary Guarantor shall, upon the written request of the Company to the Trustee, be released and relieved of any obligation under this Indenture and its Subsidiary Guarantee. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such Subsidiary Guarantor has been released or discharged in full from all of its obligations under all of its guarantees of Indebtedness of the Company (other than the Notes) and that all Indebtedness, other than Permitted Subsidiary Indebtedness, of such Subsidiary Guarantor has been repaid, the Trustee shall execute any documents reasonably required in order to evidence the release of such Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee. Any Subsidiary Guarantor that is designated a Non-Recourse Subsidiary in accordance with the terms of this Indenture shall be released from and relieved of its obligations under this Indenture and its Subsidiary Guarantee. Upon effectiveness of such designation, the Trustee shall execute any documents reasonably required in order to evidence the release of such Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee. Upon the commencement of an Investment Grade Status Period and delivery of the Officer's Certificate provided for in the first sentence of Section 1015, each Subsidiary Guarantor shall be released from and relieved of its obligations under this Indenture and its Subsidiary Guarantee. Upon delivery by the Company to the Trustee of an Officer's Certificate certifying the existence of an Investment Grade Status Period (which can be the same Officer's Certificate delivered pursuant to Section 1015), the Trustee shall execute any documents reasonably required in order to evidence the release of each Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and any premium and interest and premium, if any, on, on the Notes and for the other obligations of such any Subsidiary Guarantor under this Indenture as provided in this Article 10Indenture.

Releases of Subsidiary Guarantees. In the event of (ai) The Subsidiary Guarantee of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor (including any Guarantor, by way of merger merger, consolidation or consolidation) other than to the Company otherwise, or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any a sale or other disposition of all or a majority of the Capital Stock capital stock of any Guarantor, in each case to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transactions) other than to the Company or another Subsidiary any other Guarantor, if such transaction at (ii) a termination by a Guarantor of a Guarantee under the time of such disposition does not violate Section 4.10 and Credit Agreement or any refinancing thereof, (iii) the Subsidiary Guarantor ceases to be a Restricted Subsidiary of exercise by the Company as a result of such transaction; its option to have either Section 8.02, Section 8.03 or Section 11.01 applied to all outstanding Notes in accordance with the terms set forth in Article 8 (3with respect to Section 8.02 and Section 8.03) if and Article 11 (with respect to Section 11.01) hereof, (iv) the designation by the Company designates of any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of terms set forth in Section 4.13 hereof or such Guarantor ceases to be a Subsidiary in accordance with this Indenture; Indenture or (4v) upon the liquidation liquidation, winding up or dissolution of any Guarantor, then such Guarantor (upon the occurrence of an event described in clauses (ii), (iii), (iv) or (v) of this paragraph) or the corporation acquiring the property (upon the occurrence of an event described in clause (i) of this paragraph) will be released and relieved of any obligations under its Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) Guarantee. Upon delivery by the Company to the Trustee of an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that the transaction giving rise to the release of any Guarantor was made by the Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, if applicable (for avoidance of doubt, the application of Net Proceeds, if any, from any sale or other disposition may occur subsequent to such sale or other disposition as contemplated by Section 4.10 and stating that any of the conditions described in clauses (1) through (6) of Section 10.02(a) has occurredsubsequent to such Guarantor release), the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes and for the other obligations of such Subsidiary any Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. In the event of (ai) The Subsidiary Guarantee of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor (including any Guarantor, by way of merger merger, consolidation or consolidation) other than to the Company otherwise, or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any a sale or other disposition of all or a majority of the Capital Stock capital stock of any Guarantor, in each case to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transactions) other than to the Company or another Subsidiary any other Guarantor, if such transaction at (ii) a termination by a Guarantor of a Guarantee under the time of such disposition does not violate Section 4.10 and Credit Agreement or any refinancing thereof, (iii) the Subsidiary Guarantor ceases to be a Restricted Subsidiary of exercise by the Company as a result of such transaction; its option to have either Section 8.02, Section 8.03 or Section 11.01 applied to all outstanding Notes in accordance with the terms set forth in Article 8 (3with respect to Section 8.02 and Section 8.03) if and Article 11 (with respect to Section 11.01) hereof, (iv) the designation by the Company designates of any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; terms set forth in Section 4.13 hereof or (4v) upon the liquidation liquidation, winding up or dissolution of any Guarantor, then such Guarantor (upon the occurrence of an event described in clauses (ii), (iii), (iv) or (v) of this paragraph) or the corporation acquiring the property (upon the occurrence of an event described in clause (i) of this paragraph) will be released and relieved of any obligations under its Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) Guarantee. Upon delivery by the Company to the Trustee of an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that the transaction giving rise to the release of any Guarantor was made by the Company in accordance with the provisions of this Indenture, including without limitation Section 4.10 hereof, if applicable (for avoidance of doubt, the application of Net Proceeds, if any, from any sale or other disposition may occur subsequent to such sale or other disposition as contemplated by Section 4.10 and stating that any of the conditions described in clauses (1) through (6) of Section 10.02(a) has occurredsubsequent to such Guarantor release), the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes and for the other obligations of such Subsidiary any Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; the sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary such Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.19 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08Event of Default has occurred that is continuing; or (6) at such time as such Subsidiary Guarantor ceases both (x) to guarantee any other Indebtedness for borrowed money of either of the Issuers and any other Guarantor in excess of a De Minimis Guaranteed Amount and (y) to be an obligor with respect to any Indebtedness under any Credit Facility; or (7) upon such Guarantor consolidating with, merging into or transferring all of its properties or assets to the Company or any other Subsidiary another Guarantor. (b) , and as a result of, or in connection with, such transaction such Guarantor dissolves or otherwise ceases to exist. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through — (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that such Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorParent, if such transaction as of the time of such sale or other disposition does not violate Section 4.105.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of a such Subsidiary Guarantor to a Person that is not (including by way either before or after giving effect to such transaction) a Restricted Subsidiary of merger or consolidation) other than to the Company or another Subsidiary GuarantorParent, if such transaction at the time of such sale or other disposition does not violate Section 4.10 5.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company Parent as a result of such transaction; sale or disposition; (3) if the Company Parent designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 5.20 of this Indenture; ; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance or Covenant Defeasance or Discharge in accordance with Section 8.02 Article 9; or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (65) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company Parent, either Issuer or any other Subsidiary Guarantor. (b) Guarantor under any Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through — (6) of Section 10.02(a5) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest and premium, if any, on, and interest on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 1011.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will be automatically released and unconditionally releasedsuch Person shall no longer be deemed a Guarantor for purposes of this Indenture: (1) in connection with any sale sale, disposition or other disposition transfer of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Subsidiary Guarantorof the Company, if such transaction as the Net Proceeds of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other dispositiondisposition are applied in accordance with Section 5.12 hereof; (2) in connection with any sale sale, disposition or other disposition transfer of all of the Capital Stock of a Subsidiary Guarantor to a Person (including by way of merger or consolidation) other than that is not (either before or after giving effect to such transaction) the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company, if the Net Proceeds of that sale are applied (or the Company as a result of certifies in an Officer’s Certificate delivered to the Trustee that such transactionNet Proceeds will be applied) in accordance with Section 5.12 hereof; (3) if the Company properly designates any Restricted Subsidiary that is a Subsidiary the Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this IndentureSection 5.15 hereof; (4) upon the liquidation or dissolution if all Indebtedness and Guaranteed Indebtedness of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance Guarantor has been paid in accordance with Section 8.02 full or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantorotherwise discharged. (b) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any such sale or other disposition was made by the Company in accordance with the provisions of this Indenture, including without limitation that the conditions described application of Net Proceeds were applied (or, in clauses the case of clause (1) through (6a)(ii) of this Section 10.02(a10.05, will be applied) has occurredin accordance with Section 5.12 hereof, or such designation was made in accordance with Section 5.15 hereof, as the case may be, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. . (c) Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes and for the other obligations of such Subsidiary any Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary GuarantorCompany, if such transaction at the time of such sale or other disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.20 of this Indenture; ; (4) upon the liquidation Legal Defeasance or dissolution of such Subsidiary Guarantor; Covenant Defeasance or Discharge in accordance with Article 8; (5) if in the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03case of any Guarantor other than the Operating Company, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of either of the Issuers and any Indebtedness of the Operating Company; or (6) in the case of the Operating Company, at such time as the Operating Company or ceases to guarantee any other Subsidiary Guarantor. (b) Indebtedness of either of the Issuers, provided that it is then no longer an obligor with respect to any Indebtedness under any Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate the provisions of Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate the provisions of Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.20 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to both (i) guarantee any other Indebtedness for borrowed money of either of the Company Issuers and any other Guarantor and (ii) be an obligor with respect to any Indebtedness under the Credit Agreement or any other Subsidiary Guarantor. (b) Credit Facility of the Company. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through — (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and premium, interest and premiumAdditional Interest, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee In the event of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of that any Subsidiary Guarantor (including to a Person other than a Subsidiary or the Company in a transaction that does not violate any provisions of this Indenture, by way of merger merger, consolidation or consolidationotherwise, or a sale or other disposition (including, without limitation, by foreclosure) of all of the Capital Stock of any Subsidiary Guarantor to a Person other than to a Subsidiary or the Company or another Company, then such Subsidiary Guarantor, if such transaction as Guarantor shall be released and relieved of the time of such disposition does not violate Section 4.10any obligations under this Indenture and its Subsidiary Guarantee; provided that any (i) the Net Available Proceeds of such release shall occur only to the extent that sale or other disposition are applied in accordance with Section 1013 hereof and (ii) all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which that secure, any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor shall also terminate or be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) . Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect and stating that any such sale or other disposition was made in accordance with the provisions of the conditions described in clauses (1) through (6) of this Indenture, including without limitation Section 10.02(a) has occurred1013, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee. In the event of a release or discharge in full of all obligations of any Subsidiary Guarantor in respect of all of its guarantees of Indebtedness of the Company (other than the Debentures), such Subsidiary Guarantor shall, upon the written request of the Company to the Trustee, be released and relieved of any obligation under this Indenture and its Subsidiary Guarantee. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such Subsidiary Guarantor has been released or discharged in full from all of its obligations under all of its guarantees of Indebtedness of the Company (other than the Debentures), the Trustee shall execute any documents reasonably required in order to evidence the release of such Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and any premium and interest and premium, if any, on, on the Notes Debentures and for the other obligations of such any Subsidiary Guarantor under this Indenture. Any Subsidiary Guarantor that is designated a Non-Recourse Subsidiary in accordance with the terms of this Indenture as provided in shall be released from and relieved of its obligations under this Article 10Indenture and its Subsidiary Guarantee.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee In the event of (i) a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary any Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2ii) in connection with any a sale or other disposition of all of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary any Guarantor, if in each case to a Person that is not (either before or after giving effect to such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be transaction) a Restricted Subsidiary of the Company as a result Company, then such Guarantor shall be released and relieved of any obligations under this Indenture and its Subsidiary Guarantee; provided that (i) the Net Proceeds from such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary sale or other disposition are treated in accordance with the provisions of this Indenture; Section 4.10 hereof and (4ii) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance is in accordance compliance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges all other provisions of this Indenture in accordance with Section 8.08; or (6) at applicable to such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantordisposition. (b) Upon the designation of a Guarantor as an Unrestricted Subsidiary or a Receivables Subsidiary in accordance with the terms of this Indenture, such Guarantor shall be released and relieved of any obligations under this Indenture and its Subsidiary Guarantee. (c) In the event of the Company's exercise of its option under Section 8.01 hereof, each Guarantor shall be released and relieved of any obligations under this Indenture and its Subsidiary Guarantee. (d) Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect and stating that of any of the conditions described in clauses (1) through (6) of Section 10.02(a) has occurredforegoing, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest and premium, if any, oninterest and Liquidated Damages, if any, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate the provisions of Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate the provisions of Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; Section 4.20; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; , provided no Default or Event of Default has occurred that is continuing; or (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to both (i) guarantee any other Indebtedness for borrowed money of either of the Company Issuers and any other Guarantor and (ii) be an obligor with respect to any Indebtedness under the Credit Agreement or any other Subsidiary Guarantor. (b) Credit Facility of the Company. Upon delivery by the Company to the Trustee Holders of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through — (6) of Section 10.02(a5) has occurred, the Trustee Holders shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest and premium, if any, and interest on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate the provisions of Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate the provisions of Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; the sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary such Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.18 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to both (x) guarantee any other Indebtedness for borrowed money of either of the Company or Issuers and any other Subsidiary Guarantor. Guarantor and (by) to be an obligor with respect to any Indebtedness under a Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through (6) of Section 10.02(a) has occurred, the Trustee Trustee, at the Company’s written request and expense, shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest of and premium, if any, on, and interest on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (aA) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with (x) any disposition (including by way of merger or consolidation) of the Capital Stock of such Guarantor (or the Capital Stock of the direct parent of such Guarantor) to a Person that is not (either before or after giving effect to such transaction) a Company Indenture Party, to the extent such sale is permitted under any Priority Lien Debt Documents or (y) any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary Guarantor (including Guarantor, by way of merger merger, consolidation or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only otherwise solely to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; disposition is permitted pursuant to Section 6.01, in each case, only provided that the applicable guarantee of such Guarantor under any Priority Lien Debt Documents is also released under any Priority Lien Debt Documents substantially at the same time; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; ; provided that no Event of Default occurs as a result thereof or has occurred or is continuing; (53) if upon satisfaction and discharge of this Indenture and the Company effects a Legal Defeasance other Indenture Documents in accordance with Section 8.02 Article 9; or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (64) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money upon payment of the Company or any other Subsidiary GuarantorObligations in full in immediately available funds. (bB) Upon delivery by the Company to the Trustee of an Officers’ Officer’s Certificate and or an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through ), (62), or (3) of Section 10.02(a12.04(A) has occurredoccurred and the conditions precedent to such transactions provided for in this Indenture have been complied with, the Trustee shall promptly execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and interest, and interest and premium, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 1012. (C) Further, the Subsidiary Guarantees are not convertible and will automatically terminate when the Notes are all converted in full in accordance with Article 5.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will automatically shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of a that Subsidiary Guarantor to a Person that is not (including by way either before or after giving effect to such transaction) a Restricted Subsidiary of merger or consolidation) other than to the Company or another Subsidiary GuarantorCompany, if such transaction at the time of such sale or other disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.17 of this Indenture; ; (4) upon the liquidation Legal Defeasance or dissolution of such Subsidiary Guarantor; Covenant Defeasance or Discharge in accordance with Article 8; or (5) if in the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03case of any Subsidiary Guarantor, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to be directly liable for, or guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) Restricted Subsidiary, in an aggregate amount in excess of $15.0 million. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through (6) of Section 10.02(a5) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest of and premium, if any, oninterest and Additional Interest, if any, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of all of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; Company, if the sale or other disposition complies with Section 4.10; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.20 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of either of the Company or Issuers and any other Subsidiary Guarantor. (b) . Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate the provisions of Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate the provisions of Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; the sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary such Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.19 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to both (x) guarantee any other Indebtedness for borrowed money of either of the Company or Issuers and any other Subsidiary Guarantor. Guarantor and (by) to be an obligor with respect to any Indebtedness under a Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through - (6) of Section 10.02(a) has occurred, the Trustee Trustee, at the Company’s written request and expense, shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of all of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; Company, if the sale or other disposition complies with Section 4.10; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.20 of this Indenture; ; (4) upon the liquidation Legal Defeasance or dissolution of such Subsidiary Guarantor; Covenant Defeasance or Discharge in accordance with Article 8; (5) if in the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03case of any Guarantor other than the Operating Company, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of either of the Issuers and any Indebtedness of the Operating Company; or (6) in the case of the Operating Company, at such time as the Operating Company or ceases to guarantee any other Subsidiary Guarantor. (b) Indebtedness of either of the Issuers, provided that it is then no longer an obligor with respect to any Indebtedness under any Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary GuarantorCompany, if such transaction at the time of such sale or other disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; sale or disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.20 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of either of the Company or Issuers and any other Subsidiary Guarantor. (b) . Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through — (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate complies with Section 4.10 and the Subsidiary that Guarantor ceases to be no longer qualifies as a Restricted Subsidiary of the Company as a result of such transaction; disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary such Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.18 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 Guarantor provided no Default or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08Event of Default has occurred that is continuing; or (6) at such time as such Subsidiary Guarantor ceases both (x) to guarantee any other Indebtedness for borrowed money of either of the Issuers and any Indebtedness of any other Guarantor (except as a result of payment under any such other guarantee) and (y) to be an obligor with respect to any Indebtedness under any Credit Facility; or (7) upon such Guarantor consolidating with, merging into or transferring all of its properties or assets to the Company or any other Subsidiary another Guarantor. (b) , and as a result of, or in connection with, such transaction such Guarantor dissolving or otherwise ceasing to exist. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through (6) of Section 10.02(a1)-(7) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and interest, premium, if any, and interest and premiumAdditional Interest, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate the provisions of Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate the provisions of Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.18 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to both (i) guarantee any other Indebtedness for borrowed money of either of the Company Issuers and any other Guarantor and (ii) be an obligor with respect to any Indebtedness under the Credit Agreement or any other Subsidiary Guarantor. (b) Credit Facility of the Company. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through — (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and premium, interest and premiumAdditional Interest, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate the provisions of Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate the provisions of Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.18 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to both (i) guarantee any other Indebtedness for borrowed money of either of the Company Issuers and any other Guarantor and (ii) be an obligor with respect to any Indebtedness under the Credit Agreement or any other Subsidiary Guarantor. (b) Credit Facility of the Company. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and premium, interest and premiumAdditional Interest, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary GuarantorCompany, if such transaction at the time of such sale or other disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.18 of this Indenture; ; (4) upon the liquidation Legal Defeasance or dissolution of such Subsidiary Guarantor; Covenant Defeasance or Discharge in accordance with Article 8; (5) if in the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03case of any Guarantor other than the Operating Company, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of either of the Issuers or the Operating Company under a Credit Facility; or (6) in the case of the Operating Company, at such time as the Operating Company ceases to guarantee any other Subsidiary Guarantor. (b) Indebtedness of either of the Issuers under a Credit Facility, provided that it is then no longer an obligor with respect to any Indebtedness under a Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest of and premium, if any, oninterest and Additional Interest, if any, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will be automatically released and unconditionally releasedsuch Person shall no longer be deemed a Guarantor for purposes of this Indenture: (1) in connection with any sale sale, disposition or other disposition transfer of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate conflict with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition4.12 hereof; (2) in connection with any sale sale, disposition or other disposition transfer of the Capital Stock of a Subsidiary Guarantor to a Person (including by way of merger or consolidation) other than that is not (either before or after giving effect to such transaction) the Company or another a Subsidiary Guarantorof the Company, if after such transaction at the time of sale, disposition or other transfer, such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be is no longer a Restricted Subsidiary of the Company as a result of such transactionCompany; (3) if the Company properly designates any Restricted Subsidiary that is a Subsidiary the Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this IndentureSection 4.15 hereof; (4) upon the liquidation or dissolution if all Guarantor Indebtedness of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance Guarantor has been paid in accordance with Section 8.02 full or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantorotherwise discharged. (b) Upon delivery by the Company to the Trustee of an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect and stating that any such sale or other disposition was made by the Company in accordance with the provisions of this Indenture, including without limitation that the conditions described application of Net Proceeds were applied (or, in clauses the case of clause (1) through (6a)(2) of this Section 10.02(a10.05, will be applied) has occurredin accordance with Section 4.12 hereof, or such designation was made in accordance with Section 4.15 hereof, as the case may be, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. . (c) Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes and for the other obligations of such Subsidiary any Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate the provisions of Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate the provisions of Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.18 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to both (i) guarantee any other Indebtedness for borrowed money of either of the Company or Issuers and any other Subsidiary Guarantor. Guarantor and (bii) be an obligor with respect to any Indebtedness under the Credit Agreement. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest and premium, if any, and interest on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate complies with Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; the sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.19 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or and any other Subsidiary Guarantor. (b) . Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through — (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will be automatically released and unconditionally releasedsuch Person shall no longer be deemed a Subsidiary Guarantor for purposes of this Indenture: (1) in connection with any sale sale, disposition or other disposition transfer of all or substantially all Capital Stock of the assets of that a Subsidiary Guarantor to a Person (including by way of merger or consolidation) other than that is not (either before or after giving effect to such transaction) FEEC, the Company or another a Subsidiary Guarantorof the Company, if after such transaction as of the time of such sale, disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of or other transfer, such Subsidiary Guarantor under all is no longer a Restricted Subsidiary of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition;FEEC; or (2) in connection with any sale or other disposition of if FEEC properly designates the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor4.16 hereof. (b) Upon delivery by the Company to the Trustee of an Officers’ Officer’s Certificate and an Opinion of Counsel to the effect that all conditions precedent provided for in the Indenture relating to such release and stating discharge have been complied with and that any such release and discharge is authorized and permitted under the Indenture, including without limitation that the application of Net Proceeds were applied (or, in the conditions described in clauses case of clause (1) through (6a)(2) of this Section 10.02(a10.05, will be applied) has occurredin accordance with Section 4.12 hereof, or such designation was made in accordance with Section 4.16 hereof, as the case may be, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. ; provided that no release and discharge of the Subsidiary Guarantee will be effective against the Trustee, any Agent or the Holders if a Default or Event of Default shall have occurred and be continuing under this Indenture as of the time of such proposed release and discharge until such time as such Default or Event of Default is cured or waived. (c) Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes and for the other obligations of such any Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary GuarantorCompany, if such transaction at the time of such sale or other disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.18 of this Indenture; ; (4) upon the liquidation Legal Defeasance or dissolution of such Subsidiary Guarantor; Covenant Defeasance or Discharge in accordance with Article 8; (5) if in the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03case of any Guarantor other than the Operating Company, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of either of the Issuers or the Operating Company under a Credit Facility; or (6) in the case of the Operating Company, at such time as the Operating Company ceases to guarantee any other Subsidiary Guarantor. (b) Indebtedness of either of the Issuers under a Credit Facility, provided that it is then no longer an obligor with respect to any Indebtedness under a Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate complies with Section 4.10 and the Subsidiary such Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; disposition; (3) if such Guarantor is a Restricted Subsidiary and the Company designates any Restricted Subsidiary that is a Subsidiary such Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.18 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 Guarantor provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred or if it satisfies and discharges this Indenture in accordance with Section 8.08is continuing; or (6) at such time as such Subsidiary Guarantor ceases both (x) to guarantee any other Indebtedness for borrowed money of either of the Issuers and any Indebtedness of any other Guarantor (except as a result of payment under any such other guarantee) and (y) to be an obligor with respect to any Indebtedness under any Credit Facility; or (7) upon such Guarantor consolidating with, merging into or transferring all of its properties or assets to the Company or any other Subsidiary another Guarantor. (b) , and as a result of, or in connection with, such transaction such Guarantor dissolving or otherwise ceasing to exist. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a7) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and interest, premium, and interest and premiumAdditional Interest, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate Section 4.105.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary GuarantorCompany, if such transaction at the time of such sale or other disposition does not violate Section 4.10 5.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 5.18 of this Indenture; ; (4) upon the liquidation Legal Defeasance or dissolution of such Subsidiary Guarantor; Covenant Defeasance or Discharge in accordance with Article 9; (5) if in the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03case of any Guarantor other than the Operating Company, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of either of the Issuers or the Operating Company under a Credit Facility; or (6) in the case of the Operating Company, at such time as the Operating Company ceases to guarantee any other Subsidiary Guarantor. (b) Indebtedness of either of the Issuers under a Credit Facility, provided that it is then no longer an obligor with respect to any Indebtedness under a Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest of and premium, if any, on, and interest on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 1011.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate is permitted by Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; the sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.20 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to both (x) guarantee any other Indebtedness for borrowed money of either of the Company or Issuers and any other Subsidiary Guarantor. Guarantor and (by) to be an obligor with respect to any Indebtedness under a Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a) has occurred, the Trustee Trustee, at the Company’s written request and expense, shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company Company, if the sale or other disposition complies with Section 4.10 and the Guarantor no longer qualifies as a Subsidiary as a result of such transaction; disposition; (3) if such Guarantor is a Restricted Subsidiary and the Company designates any Restricted Subsidiary that is a Subsidiary such Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.17 of this Indenture; ; (4) upon Legal Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred or if it satisfies and discharges this Indenture in accordance with Section 8.08is continuing; or or (6) if such Guarantor is a Foreign Subsidiary, at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) Guarantor in excess of the De Minimis Guaranteed Amount. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premiuminterest, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The A Subsidiary Guarantee of a Subsidiary Guarantor will be automatically and unconditionally released:released (and thereupon shall terminate and be discharged and be of no further force and effect): (1) in connection with any sale or other disposition (including by merger or otherwise) of the Capital Stock of the Subsidiary Guarantor after which such Subsidiary Guarantor is no longer a Subsidiary of the Company to a Person that is not (either before or after giving effect to such transaction) an Affiliate of the Company , if the sale of all or substantially all of the assets such Capital Stock of that Subsidiary Guarantor (including by way of merger or consolidation) other than to complies with the Company or another Subsidiary Guarantor, if such transaction as applicable provisions of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other dispositionIndenture; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; (3) if the Company properly designates any Restricted Subsidiary that is a the Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of under this Indenture; (3) solely in the case of a Subsidiary Guarantee created pursuant to the covenant described under Section 3.17 upon the release or discharge of the Guarantee that resulted in the creation of such Subsidiary Guarantee pursuant to that covenant, except a discharge or release by or as a result of payment under such guarantee; (4) upon a Legal Defeasance or satisfaction and discharge of the liquidation Indenture that complies with the provisions under Section 8.1 or dissolution of such Subsidiary Guarantor;Section 8.6; or (5) if the Company effects a Legal Defeasance upon payment in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money full of the Company or aggregate principal amount of all Securities then outstanding and all other financial obligations under the Indenture and the Securities then due and owing. Upon any other occurrence giving rise to a release of a Subsidiary Guarantor. (b) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in clauses (1) through (6) of Section 10.02(a) has occurredGuarantee as specified above, the Trustee shall will execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence or effect such release, discharge and termination in respect of such Subsidiary Guarantee. Neither the release of Company nor any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its will be required to make a notation on the Notes to reflect any such Subsidiary Guarantee shall remain liable for the full amount of principal ofor any such release, and interest and premium, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10termination or discharge.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee In the event of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any a sale or other disposition of all or substantially all of the assets of that any Subsidiary Guarantor (including to a Person other than a Subsidiary or the Company in a transaction that does not violate any provisions of this Indenture, by way of merger merger, consolidation or consolidationotherwise, or (2) a sale or other disposition (including, without limitation, by foreclosure) of all of the Capital Stock of any Subsidiary Guarantor to a Person other than to a Subsidiary or the Company or another Company, then such Subsidiary Guarantor, if such transaction as Guarantor shall be released and relieved of the time of such disposition does not violate Section 4.10any obligations under this Indenture and its Subsidiary Guarantee; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, any other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also terminate or be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) . Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect and stating that any such sale or other disposition was made in accordance with the provisions of the conditions described in clauses (1) through (6) of Section 10.02(a) has occurredthis Indenture, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee. In the event of a release or discharge in full of all obligations of any Subsidiary Guarantor in respect of all of its guarantees of Indebtedness of the Company (other than the Notes and Indebtedness of the Company under any Credit Facility), such Subsidiary Guarantor shall, upon the written request of the Company to the Trustee, be released and relieved of any obligation under this Indenture and its Subsidiary Guarantee. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such Subsidiary Guarantor has been released or discharged in full from all of its obligations under all of its guarantees of Indebtedness of the Company (other than the Notes and Indebtedness of the Company under any Credit Facility), the Trustee shall execute any documents reasonably required in order to evidence the release of such Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee. Any Subsidiary Guarantor that is designated a Non-Recourse Subsidiary in accordance with the terms of this Indenture shall be released from and relieved of its obligations under this Indenture and its Subsidiary Guarantee. Upon effectiveness of such designation, the Trustee shall execute any documents reasonably required in order to evidence the release of such Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and any premium and interest and premium, if any, on, on the Notes and for the other obligations of such any Subsidiary Guarantor under this Indenture as provided in this Article 10Indenture.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of that such Subsidiary Guarantor (including by way of merger merger, consolidation or consolidationamalgamation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another Subsidiary Guarantora Restricted Subsidiary, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other dispositiondisposition is conducted in accordance with ‎Section 4.10 and 5.01(b), as applicable; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another such Subsidiary Guarantor, if following which such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be is no longer a Restricted Subsidiary of the Company Company, if the sale or other disposition is conducted in accordance with conducted in accordance with Sections 4.10 and 5.01(b), as a result of such transactionapplicable; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary upon Legal Defeasance, Covenant Defeasance or Discharge in accordance with the provisions of this Indenture;Article 8; and (4) unless an Event of Default has occurred and is continuing, upon the dissolution or liquidation or dissolution of such the Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance Guarantor in accordance compliance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor5.02(b). (b) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in clauses (1) through (64) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor (other than the Company) from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and interest, and interest and premium, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary GuarantorCompany, if such transaction at the time of such sale or other disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.20 of this Indenture; ; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance or Covenant Defeasance or Discharge in accordance with Section 8.02 Article 8; or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (65) at such time as such Subsidiary that Guarantor ceases to guarantee any other Indebtedness for borrowed money of either of the Company Issuers or another Guarantor, provided that it is then no longer an obligor with respect to any other Indebtedness under any Credit Facility; provided, further, however, that if, at any time following such release, that Guarantor incurs or guarantees Indebtedness under a Credit Facility, then such Guarantor shall be required to provide a Subsidiary Guarantor. (b) Guarantee at such time. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through — (6) of Section 10.02(a5) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of all of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; Company, if the sale or other disposition complies with Section 4.10; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.20 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08Event of Default has occurred that is continuing; or (6) in the case of any Guarantor other than the Operating Partnership, at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of either of the Company Issuers, any Guarantor or the Operating Partnership, or (7) in the case of the Operating Partnership, at such time as the Operating Partnership ceases to guarantee any other Subsidiary Guarantor. (b) Indebtedness of either of the Issuers, provided that it is then no longer an obligor with respect to any Indebtedness under any Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through - (6) of Section 10.02(a7) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Note Guarantee of a Subsidiary Guarantor (other than the Parent) will be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger merger, consolidation or consolidationamalgamation) other than to a Person that is not (either before or after giving effect to such transaction) the Company Parent or another Subsidiary Guarantora Restricted Subsidiary, if such transaction the sale or other disposition is conducted in accordance with Sections 4.10 and 5.01(c), as of applicable, and complies with the time of such disposition does not violate Section 4.10; provided that any such release shall occur only Collateral Agreements to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; applicable; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary such Guarantor, if following which such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be is no longer a Restricted Subsidiary of the Company Parent, if the sale or other disposition is conducted in accordance with Sections 4.10 and 5.01(c), as a result of such transaction; applicable, and complies with the Collateral Agreements to the extent applicable; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary upon Legal Defeasance, Covenant Defeasance or Discharge in accordance with the provisions of this Indenture; Article 8; (4) unless an Event of Default has occurred and is continuing, upon the dissolution or liquidation or dissolution of such Subsidiary Guarantor; ; or (5) unless an Event of Default has occurred and is continuing, if the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) have interests in Collateral that would require it to become a Guarantor under Section 4.13. Upon delivery by the Company Issuer to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through (6) of Section 10.02(a5) has occurred, the Trustee shall execute any documents reasonably requested by the Company Issuer at the CompanyIssuer’s expense in order to evidence the release of any Subsidiary Guarantor (other than the Parent) from its obligations under its Subsidiary Note Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Note Guarantee shall remain liable for the full amount of principal ofof and interest, premium, if any, and interest and premiumAdditional Amounts, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. Concurrently with any sale of assets (a) The Subsidiary Guarantee including, if applicable, all of the capital stock of any Guarantor), any Liens in favor of the Trustee in the assets sold thereby shall be released; PROVIDED, that in the event of an Asset Sale, the Net Proceeds from such sale or other disposition are treated in accordance with the provisions of Section 4.10 hereof If the assets sold in such sale or other disposition include all or substantially all of the assets of any Guarantor or all of the capital stock of any Guarantor, then such Guarantor (in the event of a Subsidiary Guarantor will be automatically and unconditionally released: sale or other disposition of all of the capital stock of such Guarantor) or the corporation acquiring the property (1) in connection with any the event of a sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidationa Guarantor) other than to the Company or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all be released and relieved of its guarantees ofobligations under its Subsidiary Guarantee or Section 11.03, and under all hereof, as the case may be; PROVIDED, that in the event of its pledges of assets or other security interests which securean Asset Sale, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon Net Proceeds from such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary are treated in accordance with the provisions of this Indenture; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) 4.10 hereof. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect and stating that any such sale or other disposition was made by the Company in accordance with the provisions of the conditions described in clauses (1) through (6) of this Indenture, including without limitation Section 10.02(a) has occurred4.10 hereof, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Guarantor from its obligations under its Subsidiary Guarantee. Upon the release by all holders of Senior Indebtedness and Guarantor Senior Indebtedness of all guarantees issued by a Guarantor relating to such Senior Indebtedness and Guarantor Senior Indebtedness and all Liens on the property and assets of such Guarantor relating to Senior Indebtedness and Guarantor Senior Indebtedness, then such Guarantor shall be released and relieved of any obligations under its Subsidiary Guarantee. Upon delivery by the Company to the Trustee of an Officers' Certificate and an Opinion of Counsel to the effect that all holders of Senior Indebtedness and Guarantor Senior Indebtedness have released all guarantees issued by a Guarantor and all Liens on the property and assets of such Guarantor relating to such Senior Indebtedness and Guarantor Senior Indebtedness, the Trustee shall execute any documents reasonably required in order to evidence the release of such Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee pursuant to either of the preceding paragraphs of this Section 11.04 shall remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes and for the other obligations of such Subsidiary any Guarantor under this Indenture as provided in this Article 10XI.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of that such Subsidiary Guarantor (including by way of merger merger, consolidation or consolidationamalgamation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another Subsidiary Guarantora Restricted Subsidiary, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other dispositiondisposition is conducted in accordance with Section 4.10 and 5.01(b), as applicable; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another such Subsidiary Guarantor, if following which such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be is no longer a Restricted Subsidiary of the Company Company, if the sale or other disposition is conducted in accordance with conducted in accordance with Sections 4.10 and 5.01(b), as a result of such transactionapplicable; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary upon Legal Defeasance, Covenant Defeasance or Discharge in accordance with the provisions of this Indenture;Article 8; and (4) unless an Event of Default has occurred and is continuing, upon the dissolution or liquidation or dissolution of such the Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance Guarantor in accordance compliance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor5.01(b). (b) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in clauses (1) through (64) of Section 10.02(a10.02 (a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor (other than the Company) from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and interest, and interest and premium, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; the sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.19 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 ; or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) provided no Event of Default has occurred and is continuing, at such time as such Subsidiary Guarantor ceases to does not guarantee any other Indebtedness for borrowed money of either of the Company or Issuers and any other Subsidiary Guarantor. (b) Guarantor under a Credit Facility other than the Notes. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a) has occurred, the Trustee Trustee, at the Company’s written request and expense, shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that such Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate the provisions of Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of a such Subsidiary Guarantor to a Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate the provisions of Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; the sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a such Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.18 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to both (x) guarantee any other Indebtedness for borrowed money of either of the Company or Issuers and any other Subsidiary Guarantor. Guarantor and (by) to be an obligor with respect to any Indebtedness under a Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through - (6) of Section 10.02(a) has occurred, the Trustee Trustee, at the Company’s written request and expense, shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.104.10 hereof; provided that any such release shall occur only to the extent that (i) all Subsidiary Guarantees and other obligations of such Subsidiary Guarantor under in respect of all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company and its Restricted Subsidiaries terminate upon consummation of such transaction and (ii) any Investment of the Company or any other Subsidiary of the Company (other than any Subsidiary of such Guarantor) in such Guarantor shall also be or any Subsidiary of such Guarantor in the form of an Obligation or preferred stock is repaid, satisfied, released and discharged in full upon such sale or other dispositionrelease; (2) in connection with any sale or other disposition of all of the Capital Stock of such Guarantor to a Person that is not (either before or after giving effect to such transaction) a Subsidiary of the Company, if the sale or other disposition complies with Section 4.10 hereof; provided that (i) all Subsidiary Guarantees and other obligations of such Guarantor in respect of all other Indebtedness of the Company and its Restricted Subsidiaries terminate upon consummation of such transaction and (including by way ii) any Investment of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted any other Subsidiary of the Company (other than any Subsidiary of such Guarantor) in such Guarantor or any Subsidiary of such Guarantor in the form of an Obligation or preferred stock is repaid, satisfied, released and discharged in full upon such release; or (3) in the case of any Restricted Subsidiary which after the Issue Date is required to guarantee the Notes pursuant to Section 4.13 upon the release or discharge in full from its obligations as a borrower or guarantor (as the case may be) under the Credit Agreement and any Capital Markets Indebtedness which resulted, or would result, in such Restricted Subsidiary’s obligation to guarantee the Notes pursuant to Section 4.13 (including by reason of the termination of the Credit Agreement or such Capital Markets Indebtedness but excluding, if such Restricted Subsidiary was a guarantor under the Credit Agreement or such other Capital Markets Indebtedness, a release or discharge as a result of repayment under its guarantee thereof); so long as such transaction;Restricted Subsidiary does not thereafter become a borrower or guarantor under the Credit Agreement or incur or guarantee Capital Markets Indebtedness which would result in such Restricted Subsidiary’s obligation to guarantee the Notes pursuant to Section 4.13 without also guaranteeing the Notes; or (34) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the applicable provisions of this Indenture; (4) upon the liquidation or dissolution of such Subsidiary Guarantor;; or (5) if the Company effects a upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) Article 8 hereof. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in foregoing clauses (1) through – (6) of Section 10.02(a5) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest and premium, if any, on, and interest on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.104.10 hereof; provided that any such release shall occur only to the extent that (i) all Subsidiary Guarantees and other obligations of such Subsidiary Guarantor under in respect of all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company and its Restricted Subsidiaries terminate upon consummation of such transaction and (ii) any Investment of the Company or any other Subsidiary of the Company (other than any Subsidiary of such Guarantor) in such Guarantor shall also be or any Subsidiary of such Guarantor in the form of an Obligation or preferred stock is repaid, satisfied, released and discharged in full upon such sale or other dispositionrelease; (2) in connection with any sale or other disposition of all of the Capital Stock of such Guarantor to a Person that is not (either before or after giving effect to such transaction) a Subsidiary of the Company, if the sale or other disposition complies with Section 4.10 hereof; provided that (i) all Subsidiary Guarantees and other obligations of such Guarantor in respect of all other Indebtedness of the Company and its Restricted Subsidiaries terminate upon consummation of such transaction and (including by way ii) any Investment of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted any other Subsidiary of the Company (other than any Subsidiary of such Guarantor) in such Guarantor or any Subsidiary of such Guarantor in the form of an Obligation or preferred stock is repaid, satisfied, released and discharged in full upon such release; or (3) in the case of any Restricted Subsidiary which after the Issue Date is required to guarantee the Notes pursuant to Section 4.13 upon the release or discharge in full from its obligations as a borrower or guarantor (as the case may be) under the Credit Agreement and any Capital Markets Indebtedness which resulted, or would result, in such Restricted Subsidiary’s obligation to guarantee the Notes pursuant to Section 4.13 (including by reason of the termination of the Credit Agreement or such Capital Markets Indebtedness but excluding, if such Restricted Subsidiary was a guarantor under the Credit Agreement or such other Capital Markets Indebtedness, a release or discharge as a result of repayment under its guarantee thereof); so long as such transaction;Restricted Subsidiary does not thereafter become a borrower or guarantor under the Credit Agreement or incur or guarantee Capital Markets Indebtedness which would result in such Restricted Subsidiary’s obligation to guarantee the Notes pursuant to Section 4.13 without also guaranteeing the Notes; or (34) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the applicable provisions of this Indenture; (4) upon the liquidation or dissolution of such Subsidiary Guarantor;; or (5) if the Company effects a Legal Defeasance upon Discharge in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) Article 8 hereof. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in foregoing clauses (1) through – (6) of Section 10.02(a5) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest and premium, if any, on, and interest on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of all of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; Company, if the sale or other disposition complies with Section 4.10; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.20 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of either of the Company or Issuers and any other Subsidiary Guarantor. (b) . Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate the provisions of Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate the provisions of Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; the sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary such Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.18 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to both (x) guarantee any other Indebtedness for borrowed money of either of the Company or Issuers and any other Subsidiary Guarantor. Guarantor and (by) to be an obligor with respect to any Indebtedness under a Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a) has occurred, the Trustee Trustee, at the Company’s written request and expense, shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest of and premium, if any, on, and interest on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (aA) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with (x) any sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor Disposition (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary such Guarantor (including or the Capital Stock of the direct parent of such Guarantor) to a Person that is not (either before or after giving effect to such transaction) a Company Indenture Party or an affiliate of a Company Indenture Party, to the extent such sale is permitted hereunder or (y) any sale or other Disposition of all or substantially all of the properties or assets of that Guarantor, by way of merger merger, consolidation or consolidation) other than otherwise solely to the extent that such sale or other Disposition is permitted pursuant to Section 6.01 and so long as such Disposition is not to a Company Indenture Party or another Subsidiary Guarantor, if such transaction at the time an affiliate of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; Indenture Party; (32) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; ; provided that no Event of Default occurs as a result thereof or has occurred or is continuing; (53) if upon satisfaction and discharge of this Indenture and the Company effects a Legal Defeasance other Indenture Documents in accordance with Section 8.02 Article 9; or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (64) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money upon payment of the Company or any other Subsidiary GuarantorObligations in full in immediately available funds. (bB) Upon delivery by the Company to the Trustee of an Officers’ Officer’s Certificate and or an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through ), (62), or (3) of Section 10.02(a12.04(A) has occurredoccurred and the conditions precedent to such transactions provided for in this Indenture have been complied with, the Trustee shall promptly execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and interest, and interest and premium, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 1012. (C) Further, the Subsidiary Guarantees are not convertible and will automatically terminate when the Notes are all converted in full in accordance with Article 5.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company Company, if the sale or other disposition complies with Section 4.10 and the Guarantor no longer qualifies as a Subsidiary as a result of such transaction; disposition; (3) if such Guarantor is a Restricted Subsidiary and the Company designates any Restricted Subsidiary that is a Subsidiary such Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.17 of this Indenture; ; (4) upon Legal Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred or if it satisfies and discharges this Indenture in accordance with Section 8.08is continuing; or or (6) (a) if such Guarantor is a Domestic Subsidiary, at such time as such Subsidiary Guarantor ceases both (i) to guarantee any other Indebtedness of the Company or any other Guarantor in excess of the De Minimis Guaranteed Amount and (ii) to be a Material Domestic Subsidiary; and (b) if such Guarantor is a Foreign Subsidiary, at such time as such Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) Guarantor in excess of the De Minimis Guaranteed Amount. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through — (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and interest, premium, if any, and interest and premiumAdditional Interest, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate is permitted by Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; the sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.19 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to both (x) guarantee any other Indebtedness for borrowed money of either of the Company or Issuers and any other Subsidiary Guarantor. Guarantor and (by) to be an obligor with respect to any Indebtedness under a Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a) has occurred, the Trustee Trustee, at the Company’s written request and expense, shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will be automatically released and unconditionally releasedsuch Person shall no longer be deemed a Guarantor for purposes of this Indenture: (1) in connection with any sale sale, disposition or other disposition transfer of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Subsidiary Guarantorof the Company, if such transaction as the Net Proceeds of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other dispositiondisposition are applied in accordance with Section 4.12 hereof; (2) in connection with any sale sale, disposition or other disposition transfer of all of the Capital Stock of a Subsidiary Guarantor to a Person (including by way of merger or consolidation) other than that is not (either before or after giving effect to such transaction) the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company, if the Net Proceeds of that sale are applied (or the Company as a result of certifies in an Officer’s Certificate delivered to the Trustee that such transactionNet Proceeds will be applied) in accordance with Section 4.12 hereof; (3) if the Company properly designates any Restricted Subsidiary that is a Subsidiary the Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this IndentureSection 4.15 hereof; (4) upon the liquidation or dissolution if all Indebtedness and Guaranteed Indebtedness of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance Guarantor has been paid in accordance with Section 8.02 full or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantorotherwise discharged. (b) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any such sale or other disposition was made by the Company in accordance with the provisions of this Indenture, including without limitation that the conditions described application of Net Proceeds were applied (or, in clauses the case of clause (1) through (6a)(ii) of this Section 10.02(a10.05, will be applied) has occurredin accordance with Section 4.12 hereof, or such designation was made in accordance with Section 4.15 hereof, as the case may be, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. . (c) Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes and for the other obligations of such Subsidiary any Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee In the event of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any a sale or other disposition of all of the Capital Stock capital stock of any Subsidiary Guarantor, to any corporation or other Person (including an Unrestricted Subsidiary) by way of merger, consolidation, or otherwise, in a transaction that does not violate any of the covenants of this Indenture, then such Subsidiary Guarantor (including in the event of a sale or other disposition, by way of merger such merger, consolidation or consolidation) other than to otherwise, of all the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) upon the liquidation or dissolution capital stock of such Subsidiary Guarantor; ) shall be released and relieved of any obligations under its Subsidiary Guarantee and such acquiring corporation or other Person (5) in the event of a sale or other disposition of all or substantially all of the assets of such Subsidiary Guarantor), if other than a Subsidiary Guarantor, shall have no obligation to assume or otherwise become liable under such Subsidiary Guarantee; PROVIDED that the Company effects a Legal Defeasance Net Proceeds of such sale or other disposition are applied in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) 4.10 hereof. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect and stating that any such sale or other disposition was made by the Company in accordance with the provisions of the conditions described in clauses (1) through (6) of this Indenture, including without limitation Section 10.02(a) has occurred4.10, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes 106 Securities and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 1011. Any Subsidiary Guarantor that is designated an Unrestricted Subsidiary in accordance with the terms of this Indenture shall, upon such designation, be released from and relieved of its obligations under its Subsidiary Guarantee and any Unrestricted Subsidiary whose obligation as such is revoked and any newly created or newly acquired Subsidiary that is or becomes a Restricted Subsidiary shall be required to execute a Subsidiary Guarantee in accordance with the terms of this Indenture.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate complies with Section 4.10 and the Subsidiary such Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; disposition; (3) if such Guarantor is a Restricted Subsidiary and the Company designates any Restricted Subsidiary that is a Subsidiary such Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.18 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 Guarantor provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred or if it satisfies and discharges this Indenture in accordance with Section 8.08is continuing; or (6) at such time as such Subsidiary Guarantor ceases both (x) to guarantee any other Indebtedness for borrowed money of either of the Issuers and any Indebtedness of any other Guarantor (except as a result of payment under any such other guarantee) and (y) to be an obligor with respect to any Indebtedness under any Credit Facility; or (7) upon such Guarantor consolidating with, merging into or transferring all of its properties or assets to the Company or any other Subsidiary another Guarantor. (b) , and as a result of, or in connection with, such transaction such Guarantor dissolving or otherwise ceasing to exist. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through — (6) of Section 10.02(a7) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and interest, premium, and interest and premiumAdditional Interest, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.104.10 hereof; provided that any such release shall occur only to the extent that (i) all Subsidiary Guarantees and other obligations of such Subsidiary Guarantor under in respect of all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company and its Restricted Subsidiaries terminate upon consummation of such transaction and (ii) any Investment of the Company or any other Subsidiary of the Company (other than any Subsidiary of such Guarantor) in such Guarantor shall also be or any Subsidiary of such Guarantor in the form of an Obligation or preferred stock is repaid, satisfied, released and discharged in full upon such sale or other disposition;release; or (2) in connection with any sale or other disposition of all of the Capital Stock of such Guarantor to a Person that is not (either before or after giving effect to such transaction) a Subsidiary of the Company, if the sale or other disposition complies with Section 4.10 hereof; provided that (i) all Subsidiary Guarantees and other obligations of such Guarantor in respect of all other Indebtedness of the Company and its Restricted Subsidiaries terminate upon consummation of such transaction and (including by way ii) any Investment of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted any other Subsidiary of the Company (other than any Subsidiary of such Guarantor) in such Guarantor or any Subsidiary of such Guarantor in the form of an Obligation or preferred stock is repaid, satisfied, released and discharged in full upon such release; or (3) in the case of any Restricted Subsidiary which after the Issue Date is required to guarantee the Notes pursuant to Section 4.13 upon the release or discharge in full from its obligations as a borrower or guarantor (as the case may be) under the Credit Agreement and any Capital Markets Indebtedness which resulted, or would result, in such Restricted Subsidiary’s obligation to guarantee the Notes pursuant to Section 4.13 (including by reason of the termination of the Credit Agreement or such Capital Markets Indebtedness but excluding, if such Restricted Subsidiary was a guarantor under the Credit Agreement or such other Capital Markets Indebtedness, a release or discharge as a result of repayment under its guarantee thereof); so long as such transaction;Restricted Subsidiary does not thereafter become a borrower or guarantor under the Credit Agreement or incur or guarantee Capital Markets Indebtedness which would result in such Restricted Subsidiary’s obligation to guarantee the Notes pursuant to Section 4.13 without also guaranteeing the Notes; or (34) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the applicable provisions of this Indenture; (4) upon the liquidation or dissolution of such Subsidiary Guarantor;; or (5) if the Company effects a upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) Article 8 hereof. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in foregoing clauses (1) through – (6) of Section 10.02(a5) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest and premium, if any, on, and interest on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee In the event of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of any Guarantor to a third party or an Unrestricted Subsidiary in a transaction that Subsidiary Guarantor (including does not violate any provisions of this Indenture, by way of merger merger, consolidation or consolidation) other than to the Company otherwise, or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such a sale or other disposition; disposition (2including, without limitation, by foreclosure) of all of the capital stock of any Guarantor, then such Guarantor (in connection with any the event of a sale or other disposition (including, without limitation, by foreclosure), by way of such a merger, consolidation or otherwise, of all of the capital stock of such Guarantor) or the corporation acquiring the property (in the event of a sale or other disposition of all of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time assets of such disposition does not violate Section 4.10 Guarantor) shall be released and relieved of any obligations under its Subsidiary Guarantee; provided that the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result Net Proceeds of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) upon the liquidation sale or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance other disposition are applied in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) 4.10 hereof. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect and stating that any such sale or other disposition was made by the Company in accordance with the provisions of the conditions described in clauses (1) through (6) of this Indenture, including without limitation Section 10.02(a) has occurred4.10, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes and for the other obligations of such Subsidiary any Guarantor under this Indenture as provided in this Article 1011. Any Guarantor that is designated an Unrestricted Subsidiary in accordance with the terms of this Indenture shall be released from and relieved of its obligations under its Subsidiary Guarantee and any Unrestricted Subsidiary that ceases to be an Unrestricted Subsidiary shall be required to execute a Subsidiary Guarantee in accordance with the terms of this Indenture.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary GuarantorCompany, if such transaction at the time of such sale or other disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.16 of this Indenture; ; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance or Covenant Defeasance or Discharge in accordance with Section 8.02 Article 8; or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (65) at such time as such Subsidiary that Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) under a Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a5) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest premium and premiuminterest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The A Subsidiary Guarantee of a Subsidiary Guarantor will be automatically and unconditionally released:released (and thereupon shall terminate and be discharged and be of no further force and effect): (1) in connection with any sale sale, transfer, exchange or other disposition (including by merger or otherwise) of the Capital Stock of the Subsidiary Guarantor after which such Subsidiary Guarantor is no longer a Subsidiary of the Company to a Person that is not (either before or after giving effect to such transaction) an Affiliate of the Company, if the sale, transfer, exchange or other disposition of all or substantially all of the assets such Capital Stock of that Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance complies with the applicable provisions of this Indenture; (2) if the Company properly designates the Subsidiary Guarantor as an Unrestricted Subsidiary under this Indenture; (3) solely in the case of a Subsidiary Guarantee created pursuant to Section 3.17 upon the release or discharge of the guarantee that resulted in the creation of such Subsidiary Guarantee pursuant to that covenant, except a discharge or release by or as a result of payment under such guarantee; (4) upon the liquidation a Legal Defeasance or dissolution satisfaction and discharge of such Subsidiary Guarantor;this Indenture that complies Section 8.1 or Section 8.6; or (5) if upon payment in full of the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance aggregate principal amount of all Securities then outstanding and all other financial obligations under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time and the Securities then due and owing. Upon any occurrence giving rise to a release of a Subsidiary Guarantee as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in clauses (1) through (6) of Section 10.02(a) has occurredspecified above, the Trustee shall will execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence or effect such release, discharge and termination in respect of such Subsidiary Guarantee. Neither the release of Company nor any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its will be required to make a notation on the Securities to reflect any such Subsidiary Guarantee shall remain liable for the full amount of principal ofor any such release, and interest and premium, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10termination or discharge.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee In the event of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of any Subsidiary Guarantor to a Person that is not a Subsidiary or a Non-Recourse Subsidiary in a transaction that does not violate any provisions of this Indenture, by way of merger, consolidation or otherwise, or a sale or other disposition (including, without limitation, by foreclosure) of all of the capital stock of any Subsidiary Guarantor, then such Subsidiary Guarantor (including in the event of a sale or other disposition (including, without limitation, by foreclosure), by way of merger such a merger, consolidation or consolidation) other than to the Company or another Subsidiary Guarantorotherwise, if such transaction as of all of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations capital stock of such Subsidiary Guarantor under all Guarantor) or the Person acquiring the property (in the event of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any a sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger all or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary substantially all of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) upon the liquidation or dissolution assets of such Subsidiary Guarantor; (5) if shall be released and relieved of any obligations under this Indenture and its Subsidiary Guarantee; PROVIDED that the Company effects a Legal Defeasance Net Available Proceeds of such sale or other disposition are applied in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) 1013 hereof. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect and stating that any such sale or other disposition was made by the Company in accordance with the provisions of the conditions described in clauses (1) through (6) of this Indenture, including without limitation Section 10.02(a) has occurred1013, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee. In the event of a release or discharge in full of all obligations of any Subsidiary Guarantor in respect of all of its guarantees of Indebtedness of the Company, such Subsidiary Guarantor shall, upon the written request of the Company, be released and relieved of any obligation under this Indenture and its Subsidiary Guarantee. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such Subsidiary Guarantor has been released or discharged in full from all of its obligations under all of its guarantees of Indebtedness of the Company, the Trustee shall execute any documents reasonably required in order to evidence the release of such Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and premium and interest and premium, if any, on, on the Notes and for the other obligations of such any Subsidiary Guarantor under this Indenture. Any Subsidiary Guarantor that is designated a Non-Recourse Subsidiary in accordance with the terms of this Indenture as provided shall be released from and relieved of its obligations under this Indenture and its Subsidiary Guarantee. Any Non-Recourse Subsidiary that ceases to be a Non-Recourse Subsidiary shall thereupon execute a supplement to this Indenture in accordance with the terms of this Article 10Indenture.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee In the event of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of any Subsidiary Guarantor to a Person that is not a Subsidiary or to a Non-Recourse Subsidiary in a transaction that does not violate any provisions of this Indenture, by way of merger, consolidation or otherwise, or a sale or other disposition (including, without limitation, by foreclosure) of all of the capital stock of any Subsidiary Guarantor, then such Subsidiary Guarantor (including in the event of a sale or other disposition (including, without limitation, by foreclosure), by way of merger such a merger, consolidation or consolidation) other than to the Company or another Subsidiary Guarantorotherwise, if such transaction as of all of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations capital stock of such Subsidiary Guarantor under all Guarantor) or the Person acquiring the property (in the event of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any a sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger all or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary substantially all of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) upon the liquidation or dissolution assets of such Subsidiary Guarantor; (5) if shall be released and relieved of any obligations under this Indenture and its Subsidiary Guarantee; PROVIDED that the Company effects a Legal Defeasance Net Available Proceeds of such sale or other disposition are applied in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) 1013 hereof. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect and stating that any such sale or other disposition was made by the Company in accordance with the provisions of the conditions described in clauses (1) through (6) of this Indenture, including without limitation Section 10.02(a) has occurred1013, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee. In the event of a release or discharge in full of all obligations of any Subsidiary Guarantor in respect of all of its guarantees of Indebtedness of the Company (other than the Notes), such Subsidiary Guarantor shall, upon the written request of the Company, be released and relieved of any obligation under this Indenture and its Subsidiary Guarantee. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such Subsidiary Guarantor has been released or discharged in full from all of its obligations under all of its guarantees of Indebtedness of the Company, the Trustee shall execute any documents reasonably required in ore of such Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and premium and interest and premium, if any, on, on the Notes and for the other obligations of such any Subsidiary Guarantor under this Indenture. Any Subsidiary Guarantor that is designated a Non-Recourse Subsidiary in accordance with the terms of this Indenture as provided shall be released from and relieved of its obligations under this Indenture and its Subsidiary Guarantee. Any Non-Recourse Subsidiary that ceases to be a Non-Recourse Subsidiary shall thereupon execute a supplement to this Indenture in accordance with the terms of this Article 10Indenture.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that such Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorParent, if such transaction as of the time of such sale or other disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of a such Subsidiary Guarantor to a Person that is not (including by way either before or after giving effect to such transaction) a Restricted Subsidiary of merger or consolidation) other than to the Company or another Subsidiary GuarantorParent, if such transaction at the time of such sale or other disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company Parent as a result of such transaction; sale or disposition; (3) if the Company Parent designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.20 of this Indenture; ; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance or Covenant Defeasance or Discharge in accordance with Section 8.02 Article 8; or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (65) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company Parent, either Issuer or any other Subsidiary Guarantor. (b) Guarantor under any Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through — (6) of Section 10.02(a5) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest and premium, if any, on, and interest on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with (x) any sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor Disposition (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary such Guarantor (including or the Capital Stock of the direct parent of such Guarantor) to a Person that is not (either before or after giving effect to such transaction) a Company Indenture Party, to the extent such sale is permitted hereunder or to the extent such Capital Stock constitutes Excluded Property or (y) any sale or other Disposition of all or substantially all of the properties or assets of that Guarantor, by way of merger merger, consolidation or consolidation) other than otherwise solely to the Company extent that such sale or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate other Disposition is permitted pursuant to Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; 14.02; (32) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; ; provided that no Event of Default occurs as a result thereof or has occurred or is continuing; (53) if the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies upon satisfaction and discharges discharge of this Indenture in accordance with Section 8.08; or Article 3 or (64) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money upon payment of the Company or any Obligations in full in immediately available funds, provided, in each case that the transaction is permitted under this Indenture and is otherwise carried out pursuant to, and in accordance with, all other Subsidiary Guarantorapplicable provisions of this Indenture. (b) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through ), (62), or (3) of Section 10.02(a7.03(a) has occurredoccurred and the conditions precedent to such transactions provided for in this Indenture have been complied with, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and interest, premium, and interest and premiumAdditional Interest, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 107. (c) Further, the Subsidiary Guarantees are not convertible and will automatically terminate when the Notes are all converted in full in accordance with Article 17.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of all of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; Company, if the sale or other disposition complies with Section 4.10; (3) if such Guarantor is a Restricted Subsidiary and the Company designates any Restricted Subsidiary that is a Subsidiary such Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.18 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 Guarantor provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred or if it satisfies and discharges this Indenture in accordance with Section 8.08is continuing; or (6) at such time as such Subsidiary Guarantor ceases both (x) to guarantee any other Indebtedness for borrowed money of either of the Issuers and any Indebtedness of any other Guarantor (except as a result of payment under any such other guarantee) and (y) to be an obligor with respect to any Indebtedness under any Credit Facility; or (7) upon such Guarantor consolidating with, merging into or transferring all of its properties or assets to the Company or any other Subsidiary another Guarantor. (b) , and as a result of, or in connection with, such transaction such Guarantor dissolving or otherwise ceasing to exist. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through — (6) of Section 10.02(a7) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and interest, premium, and interest and premiumAdditional Interest, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary GuarantorCompany, if such transaction at the time of such sale or other disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; the sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.19 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of either of the Company or Issuers and any other Subsidiary Guarantor. Guarantor under a Credit Facility (b) other than the Notes). Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a) has occurred, and an Officers’ Certificate and Opinion of Counsel each stating that, as required by Section 11.04, all conditions precedent herein provided for relating to such transactions have been satisfied, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee In the event of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all of the assets of any Guarantor (other than ROC), by way of merger, consolidation or substantially otherwise, or a sale or other disposition of all of the Capital Stock of any Guarantor (other than ROC), then such Guarantor (in the event of a sale or other disposition, by way of such a merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the corporation acquiring the property (in the event of a sale or other disposition of all of the assets of that such Guarantor) shall be released and relieved of any Obligations under its Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction as Guarantee and any Liens in favor of the time of Collateral Agent upon the Collateral owned by such disposition does not violate Section 4.10Guarantor will be released; provided that any (i) immediately after giving effect to such release transaction, no Default or Event of Default shall have occurred and be continuing or would occur only to as a consequence thereof and (ii) the extent that all obligations Net Proceeds of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) disposition are applied in connection accordance with any sale or other disposition the applicable provisions of this Indenture. Additionally, in the Capital Stock of event that a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be that is a Restricted Subsidiary of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor properly designated as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) , then such Guarantor will be released and relieved of any Obligations under its Subsidiary Guarantee, and any Liens in favor of the Collateral Agent upon the liquidation or dissolution of Collateral owned by such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) will be released. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel Counsel, to the effect and stating that any such sale or other disposition or designation of an Unrestricted Subsidiary was made by the conditions described Company in clauses (1) through (6) accordance with all applicable provisions of Section 10.02(a) has occurredthis Indenture, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary such Guarantor from its obligations Obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, premium and interest and premiumLiquidated Damages, if any, on, and interest on the Notes and for the other obligations Obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 1011. Nothing herein shall relieve the Company from its Obligations to apply the proceeds of an Asset Sale as provided in Section 4.11 hereof.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be released, and such Guarantor deemed automatically and unconditionally released: released and discharged from all of its obligations under this Indenture, in each case without any further action on the part of the Trustee or any Holder of the Notes: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidationconsolidation or otherwise) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another Subsidiary Guarantora Restricted Subsidiary, if such transaction as of the time of such sale or other disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor or such Guarantor’s direct or indirect parent, to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another Subsidiary Guarantora Restricted Subsidiary, if such transaction at the time of such sale or other disposition does not violate Section 4.10 and the Subsidiary such Guarantor ceases to be no longer qualifies as a Restricted Subsidiary of the Company as a result of such transaction; disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary such Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.18 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 Guarantor provided no Default or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08Event of Default has occurred that is continuing; or (6) at such time as such Subsidiary Guarantor ceases both (x) to guarantee (or otherwise be an obligor with respect to) any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor in excess of the De Minimis Guaranteed Amount (except as a result of payment under any such other guarantee) and (y) to be an obligor with respect to any Indebtedness under the Credit Agreement; or (7) upon such Guarantor consolidating with, merging into or transferring all of its properties or assets to the Company or another Guarantor. (b) , and as a result of, or in connection with, such transaction such Guarantor dissolves or otherwise ceases to exist. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through (6) of Section 10.02(a1)-(7) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee In the event of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of any Subsidiary Guarantor to a Person that is not a Subsidiary or to a Non-Recourse Subsidiary in a transaction that does not violate any provisions of this Indenture, by way of merger, consolidation or otherwise, or a sale or other disposition (including, without limitation, by foreclosure) of all of the capital stock of any Subsidiary Guarantor, then such Subsidiary Guarantor (including in the event of a sale or other disposition (including, without limitation, by foreclosure), by way of merger such a merger, consolidation or consolidation) other than to the Company or another Subsidiary Guarantorotherwise, if such transaction as of all of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations capital stock of such Subsidiary Guarantor under all Guarantor) or the Person acquiring the property (in the event of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any a sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger all or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary substantially all of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) upon the liquidation or dissolution assets of such Subsidiary Guarantor; (5) if shall be released and relieved of any obligations under this Indenture and its Subsidiary Guarantee; PROVIDED that the Company effects a Legal Defeasance Net Available Proceeds of such sale or other disposition are applied in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) 1013 hereof. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect and stating that any such sale or other disposition was made by the Company in accordance with the provisions of the conditions described in clauses (1) through (6) of this Indenture, including without limitation Section 10.02(a) has occurred1013, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee. In the event of a release or discharge in full of all obligations of any Subsidiary Guarantor in respect of all of its guarantees of Indebtedness of the Company (other than the Notes), such Subsidiary Guarantor shall, upon the written request of the Company, be released and relieved of any obligation under this Indenture and its Subsidiary Guarantee. Upon delivery by the Company to the Trustee of an Officers' Certificate to the effect that such Subsidiary Guarantor has been released or discharged in full from all of its obligations under all of its guarantees of Indebtedness of the Company, the Trustee shall execute any documents reasonably required in order to evidence the release of such Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and premium and interest and premium, if any, on, on the Notes and for the other obligations of such any Subsidiary Guarantor under this Indenture. Any Subsidiary Guarantor that is designated a Non-Recourse Subsidiary in accordance with the terms of this Indenture as provided shall be released from and relieved of its obligations under this Indenture and its Subsidiary Guarantee. Any Non-Recourse Subsidiary that ceases to be a Non-Recourse Subsidiary shall thereupon execute a supplement to this Indenture in accordance with the terms of this Article 10Indenture.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be released automatically and unconditionally released: without the need for further action by any Person: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of all of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; Company, if the sale or other disposition complies with Section 4.10; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.20 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Article 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 , provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred that is continuing; or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) prior to a Discharge of Priority Lien Obligations and provided no Default or Event of Default has occurred that is continuing, in the case of any Guarantor other than the Operating Partnership, at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of either of the Company Issuers, any Guarantor or any other Subsidiary Guarantor. (b) the Operating Partnership. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and premium and interest and premium, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.105.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such 96 disposition does not violate Section 4.10 5.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 9.02 or a Covenant Defeasance under Section 8.039.03, or if it satisfies and discharges this Indenture in accordance with Section 8.089.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in clauses (1) through (6) of Section 10.02(a11.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest and premium, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 1011.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary GuarantorCompany, if such transaction at the time of such sale or other disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.16 of this Indenture; ; (4) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance or Covenant Defeasance or Discharge in accordance with Section 8.02 Article 8; or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (65) at such time as such Subsidiary that Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) under a Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a5) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such sale or other disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate Section 4.10 and the Subsidiary such Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; disposition; (3) if such Guarantor is a Restricted Subsidiary and the Company designates any Restricted Subsidiary that is a Subsidiary such Guarantor as an Unrestricted Subsidiary in accordance with the provisions Section 4.18 of this Indenture; ; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with ARTICLE 8; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 Guarantor provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred or if it satisfies and discharges this Indenture in accordance with Section 8.08is continuing; or (6) at such time as such Subsidiary Guarantor ceases both (x) to guarantee any other Indebtedness for borrowed money of either of the Issuers and any Indebtedness of any other Guarantor (except as a result of payment under any such other guarantee) and (y) to be an obligor with respect to any Indebtedness under any Credit Facility; or (7) upon such Guarantor consolidating with, merging into or transferring all of its properties or assets to the Company or any other Subsidiary another Guarantor. (b) , and as a result of, or in connection with, such transaction such Guarantor dissolving or otherwise ceasing to exist. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a7) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and interest, premium and interest and premiumAdditional Interest, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article ARTICLE 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee In the event of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any a sale or other disposition of all of the Capital Stock capital stock of any Subsidiary Guarantor, to any corporation or other Person (including an Unrestricted Subsidiary) by way of merger, consolidation, or otherwise, in a transaction that does not violate any of the covenants of this Indenture, then such Subsidiary Guarantor (including in the event of a sale or other disposition, by way of merger such merger, consolidation or consolidation) other than to otherwise, of all the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; (4) upon the liquidation or dissolution capital stock of such Subsidiary Guarantor; ) shall be released and relieved of any obligations under its Subsidiary Guarantee and such acquiring corporation or other Person (5) in the event of a sale or other disposition of all or substantially all of the assets of such Subsidiary Guarantor), if other than a Subsidiary Guarantor, shall have no obligation to assume or otherwise become liable under such Subsidiary Guarantee; provided, that the Company effects a Legal Defeasance Net Proceeds of such sale or other disposition are applied in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) 4.10 hereof. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect and stating that any such sale or other disposition was made by the Company in accordance with the provisions of the conditions described in clauses (1) through (6) of this Indenture, including without limitation Section 10.02(a) has occurred4.10, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 1011. Any Subsidiary Guarantor that is designated an Unrestricted Subsidiary in accordance with the terms of this Indenture shall, upon such designation, be released from and relieved of its obligations under its Subsidiary Guarantee and any Unrestricted Subsidiary whose obligation as such is revoked and any newly created or newly acquired Subsidiary that is or becomes a Restricted Subsidiary shall be required to execute a Subsidiary Guarantee in accordance with the terms of this Indenture.

Releases of Subsidiary Guarantees. (a) The A Subsidiary Guarantee of a Subsidiary Guarantor will be automatically and unconditionally released:released (and thereupon shall terminate and be discharged and be of no further force and effect): (1) in connection with any sale sale, transfer, exchange or other disposition (including by way of merger, amalgamation, consolidation, dividend distribution or otherwise) of the Capital Stock of the Subsidiary Guarantor after which such Subsidiary Guarantor is no longer a Subsidiary of the Company to a Person that is not (either before or after giving effect to such transaction) an Affiliate of the Company, if the sale, transfer, exchange or other disposition of all or substantially all of the assets such Capital Stock of that Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance complies with the applicable provisions of this Indenture; (2) if the Company properly designates the Subsidiary Guarantor as an Unrestricted Subsidiary under this Indenture; (3) solely in the case of a Subsidiary Guarantee created pursuant to Section 3.17 upon the release or discharge of the guarantee that resulted in the creation of such Subsidiary Guarantee pursuant to that covenant, except a discharge or release by or as a result of payment under such guarantee; (4) upon the merger, amalgamation or consolidation of any Subsidiary Guarantor with and into the Company or another Subsidiary Guarantor or upon the liquidation or dissolution of such Subsidiary Guarantor, in each case, in compliance with the applicable provisions of this Indenture; (5) if the Company effects upon a Legal Defeasance in accordance with Section 8.02 defeasance or a Covenant Defeasance under Section 8.03, or if it satisfies satisfaction and discharges discharge of this Indenture that complies Section 8.1 or Section 8.6; (6) upon payment in accordance with Section 8.08full of the aggregate principal amount of all Securities then outstanding and all other financial obligations under this Indenture and the Securities then due and owing; (7) to the extent permitted under Article IX; or (6) at such time 8) pursuant to an enforcement action in accordance with the Intercreditor Agreements. Upon any occurrence giving rise to a release of a Subsidiary Guarantee as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in clauses (1) through (6) of Section 10.02(a) has occurredspecified above, the Trustee shall will execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence or effect such release, discharge and termination in respect of such Subsidiary Guarantee. Neither the release of Company nor any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its will be required to make a notation on the Securities to reflect any such Subsidiary Guarantee shall remain liable for the full amount of principal ofor any such release, and interest and premium, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10termination or discharge.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of all of the Capital Stock of such Guarantor to a Subsidiary Guarantor Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; Company, if the sale or other disposition complies with Section 4.10; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the applicable provisions of this Indenture; ; (4) upon the liquidation Legal Defeasance or dissolution of such Subsidiary Guarantor; Covenant Defeasance or Discharge in accordance with Article 8; (5) if in the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03case of any Guarantor other than the Operating Company, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to be required to guarantee any other Indebtedness of either of the Issuers and any Indebtedness of the Operating Company; or (6) in the case of the Operating Company, at such time as the Operating Company ceases to guarantee any other Indebtedness for borrowed money of either of the Company or Issuers, provided that it is then no longer an obligor with respect to any other Subsidiary Guarantor. (b) Indebtedness under any Credit Facility in excess of the De Minimis Guaranteed Amount. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and premium, and interest and premiumAdditional Interest, if any, on, on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The A Subsidiary Guarantee of the Notes provided by a Subsidiary Guarantor will shall be automatically and unconditionally releasedreleased without any action required on the part of the Trustee or any Holder of the Notes: (1) in connection with any sale if the Credit Agent releases the guarantee of Credit Agreement Obligations made by such Guarantor, unless such Guarantor remains a guarantor of the Issuers' Senior Subordinated Notes; (2) if (a) all of the Capital Stock of, or other disposition of Equity Interests in, or all or substantially all of the assets of that Subsidiary such Guarantor is sold or otherwise disposed of (including by way of merger or consolidation) to a Person other than to the Company or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company Foamex or any Subsidiary Guarantor shall also be released upon of Foamex's Domestic Restricted Subsidiaries or (b) such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of Subsidiary, and the Company as a result of such transactionIssuers otherwise comply, to the extent applicable, with Section 4.10 hereof; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Issuers designate such Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture;Section 4.07 hereof; or (4) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) Issuers' request if the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money fair market value of the Company or assets of the applicable Guarantor (as determined in good faith by the Board of Directors of Foamex), together with the fair market value of the assets of other Guarantors whose Subsidiary Guarantee was released in the same calendar year, do not exceed $1.0 million (subject to cumulative carryover for amounts not used in any other Subsidiary Guarantor. (b) prior calendar year). Upon delivery by the Company Issuers to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect and stating that any such release was made by the Issuers in accordance with the provisions of the conditions described in clauses (1) through (6) of this Indenture, including without limitation Section 10.02(a) has occurred4.10 hereof, the Trustee shall will execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall will remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes and for the other obligations of such Subsidiary any Guarantor under this Indenture as provided in this Article 1011.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will be automatically released and unconditionally releasedsuch Person shall no longer be deemed a Guarantor for purposes of this Indenture: (1i) in connection with any sale or other disposition of all or substantially all of the assets of that Guarantor to a Person that is not (either before or after giving effect to such transaction) a Subsidiary of the Company, if the Net Proceeds of that sale or other disposition are applied in accordance with Section 4.12 hereof; (ii) in connection with any sale of all of the Capital Stock of a Guarantor to a Person (including by way of merger or consolidation) other than that is not (either before or after giving effect to the Company or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2transaction) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company, if the Net Proceeds of that sale are applied (or the Company as a result of certifies in an Officer’s Certificate delivered to the Trustee that such transaction;Net Proceeds will be applied) in accordance with Section 4.12 hereof; or (3iii) if the Company properly designates any Restricted Subsidiary that is a Subsidiary the Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture;Section 4.16 hereof. (4iv) upon the liquidation or dissolution if all Indebtedness and Guaranteed Indebtedness of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance Guarantor has been paid in accordance with Section 8.02 full or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantorotherwise discharged. (b) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any such sale or other disposition was made by the Company in accordance with the provisions of this Indenture, including without limitation that the conditions described application of Net Proceeds were applied (or, in clauses the case of clause (1) through (6a)(ii) of this Section 10.02(a10.05, will be applied) has occurredin accordance with Section 4.12 hereof, or such designation was made in accordance with Section 4.16 hereof, as the case may be, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. . (c) Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, on the Notes and for the other obligations of such Subsidiary any Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that such Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; disposition complies with Section 4.10 hereof; (2) in connection with any sale or other disposition of the Capital Stock of a such Subsidiary Guarantor to a Person that is not (including by way of merger either before or consolidationafter giving effect to such transaction) other than to the Company or another a Restricted Subsidiary Guarantorof the Company, if such transaction at the time of such sale or other disposition does not violate complies with Section 4.10 hereof and the such Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; disposition; (3) if such Subsidiary Guarantor is a Restricted Subsidiary and the Company designates any Restricted Subsidiary that is a such Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; Section 4.18 hereof; (4) upon Legal Defeasance or Covenant Defeasance or Discharge in accordance with Section 7 hereof; (5) upon the liquidation or dissolution of such Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance in accordance with Section 8.02 Guarantor provided no Default or a Covenant Defeasance under Section 8.03, Event of Default has occurred or if it satisfies and discharges this Indenture in accordance with Section 8.08is continuing; or (6) at such time as such Subsidiary Guarantor ceases both (x) to guarantee any other Indebtedness for borrowed money of either of the Issuers and any Indebtedness of any other Subsidiary Guarantor (except as a result of payment under any such other guarantee) and (y) 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 any other another Subsidiary Guarantor. (b) , and as a result of, or in connection with, such transaction such Subsidiary Guarantor dissolving or otherwise ceasing to exist. Upon delivery by the Company Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through – (6) of Section 10.02(a7) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense Issuers in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, of and interest and premium, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10Section 9.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary such Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate complies with Section 4.104.10 hereof; provided that any such release shall occur only to the extent that (i) all Subsidiary Guarantees and other obligations of such Subsidiary Guarantor under in respect of all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company and its Restricted Subsidiaries terminate upon consummation of such transaction and (ii) any Investment of the Company or any other Subsidiary of the Company (other than any Subsidiary of such Guarantor) in such Guarantor shall also be or any Subsidiary of such Guarantor in the form of an Obligation or preferred stock is repaid, satisfied, released and discharged in full upon such sale or other dispositionrelease; (2) in connection with any sale or other disposition of all of the Capital Stock of such Guarantor to a Person that is not (either before or after giving effect to such transaction) a Subsidiary of the Company, if the sale or other disposition complies with Section 4.10 hereof; provided that (i) all Subsidiary Guarantees and other obligations of such Guarantor in respect of all other Indebtedness of the Company and its Restricted Subsidiaries terminate upon consummation of such transaction and (including by way ii) any Investment of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted any other Subsidiary of the Company (other than any Subsidiary of such Guarantor) in such Guarantor or any Subsidiary of such Guarantor in the form of an Obligation or preferred stock is repaid, satisfied, released and discharged in full upon such release; or (3) in the case of any Restricted Subsidiary which after the Issue Date is required to guarantee the Notes pursuant to Section 4.13 upon the release or discharge in full from its obligations as a borrower or guarantor (as the case may be) under the Credit Agreement and any Capital Markets Indebtedness which resulted, or would result, in such Restricted Subsidiary’s obligation to guarantee the Notes pursuant to Section 4.13 (including by reason of the termination of the Credit Agreement or such Capital Markets Indebtedness but excluding, if such Restricted Subsidiary was a guarantor under the Credit Agreement or such other Capital Markets Indebtedness, a release or discharge as a result of repayment under its guarantee thereof); so long as such transaction;Restricted Subsidiary does not thereafter become a borrower or guarantor under the Credit Agreement or incur or guarantee Capital Markets Indebtedness which would result in such Restricted Subsidiary’s obligation to guarantee the Notes pursuant to Section 4.13 without also guaranteeing the Notes; or (34) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the applicable provisions of this Indenture; (4) upon the liquidation or dissolution of such Subsidiary Guarantor;; or (5) if the Company effects a Legal Defeasance upon Discharge in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor. (b) Article 8 hereof. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in foregoing clauses (1) through – (6) of Section 10.02(a5) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal Reduced Principal Amount of, and interest and premium, if any, on, and interest on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will shall be automatically and unconditionally released: : (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Company or another Subsidiary GuarantorCompany, if such transaction as of the time of such sale or other disposition does not violate Section 4.105.10 hereof; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition; (2) in connection with any sale or other disposition of the Capital Stock of that Guarantor to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary GuarantorCompany, if such transaction at the time of such sale or other disposition does not violate Section 4.10 5.10 hereof and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction; sale or other disposition; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture; Section 5.18 hereof; (4) upon the liquidation Legal Defeasance or dissolution of such Subsidiary Guarantor; Covenant Defeasance or Discharge in accordance with Article 9 hereof; (5) if in the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03case of any Guarantor other than the Operating Company, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee (i) any other Indebtedness of either of the Issuers or (ii) any Indebtedness of the Operating Company under a Credit Facility; or (6) in the case of the Operating Company, at such time as the Operating Company ceases to guarantee any other Indebtedness for borrowed money of either of the Company or Issuers under a Credit Facility, provided that it is then no longer an obligor with respect to any other Subsidiary Guarantor. (b) Indebtedness under a Credit Facility. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in the foregoing clauses (1) through (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest of and premium, if any, on, and interest on the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 1011.

Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the assets of that such Subsidiary Guarantor (including by way of merger merger, consolidation or consolidationamalgamation) other than to a Person that is not (either before or after giving effect to such transaction) the Company or another Subsidiary Guarantora Restricted Subsidiary, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other dispositiondisposition is conducted in accordance with Section 4.10 and 5.01(b), as applicable; (2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another such Subsidiary Guarantor, if following which such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be is no longer a Restricted Subsidiary of the Company Company, if the sale or other disposition is conducted in accordance with conducted in accordance with Sections 4.10 and 5.01(b), as a result of such transactionapplicable; (3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary upon Legal Defeasance, Covenant Defeasance or Discharge in accordance with the provisions of this Indenture;Article 8; and (4) unless an Event of Default has occurred and is continuing, upon the dissolution or liquidation or dissolution of such the Subsidiary Guarantor; (5) if the Company effects a Legal Defeasance Guarantor in accordance compliance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or (6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor5.01(b). (b) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in clauses (1) through (64) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor (other than the Company) from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal ofof and interest, and interest and premium, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this Indenture as provided in this Article 10.