Common use of Satisfaction and Discharge of Indenture Clause in Contracts

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities theretofore authenticated and delivered (other than (x) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (y) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, and any premium or interest, to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose money in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07, the obligations of the Company to any Authenticating Agent under Section 6.14 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 4.02 and the last paragraph of Section 10.03 shall survive. The provisions of this Section shall survive the termination of this Indenture.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. In the event there are Securities of two or more series hereunder, the Trustee shall be required to execute an instrument acknowledging satisfaction and discharge of this Indenture only if requested to do so with respect to Securities of all series as to which it is Trustee and if the other conditions thereto are met. In the event there are two or more Trustees hereunder, then the effectiveness of any such instrument shall be conditioned upon receipt of such instruments from all Trustees hereunder. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.06 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of clause (1) of this Section, the obligations of the Trustee under Section 4.02 and the last paragraph of Section 10.03 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall indenture shall, upon Company Request the receipt by the Trustee of an Officers' Certificate, cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities Notes herein expressly provided for), ) and the Trustee, on demand of and at the expense of the CompanyIssuers, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities theretofore authenticated and delivered (other than (x) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (y) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (ii) all such Securities Notes not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity stated maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the CompanyIssuers, and the CompanyIssuers, in the case of (Ai), (Bii) or (Ciii) above has above, have irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose (provided that (x) Article 12 does not then prohibit the Issuers from making or causing to be made any payments in respect of principal of or interest on the Notes and (y) such deposit does not result in a breach or violation of, or constitute a default under, this Indenture or any other material agreement or instrument to which either Issuer is a party or by which it is bound) an amount sufficient to pay and discharge the entire indebtedness Indebtedness on such Securities Notes not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities Notes which have become due and payable) or to the Stated Maturity stated maturity or Redemption Dateredemption date, as the case may be; (b) the Company has Issuers have paid or caused to be paid all other sums payable hereunder by the CompanyIssuers; and (c) the Issuers have delivered to the Trustee an Officers' Certificate and an Opinion of Counsel each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Issuers to the Trustee under Section 7.07 and the obligations of the Trustee under Section 8.09 and Section 8.06 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) 4.1.1 either (i) all Securities theretofore authenticated and delivered (other than (xa) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.5 and (yb) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation (Aa) have become due and payable, or (Bb) will become due and payable at their Stated Maturity within one year, or (Cc) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (Bi) or (Cii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity Maturity, Redemption Date or Redemption Repurchase Date, as the case may be; (b) 4.1.2 the Company has paid or caused to be paid all other sums payable hereunder by the Company; and 4.1.3 the Company has delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company and the Guarantor to the Trustee under Section 6.7, the obligations of the Company and the Guarantor to any Authenticating Agent under Section 6.14 and, if money shall have been deposited with the Trustee pursuant to clause (ii) of Section 4.1.1 or this Section 4.1.3, the obligations of the Trustee under Section 4.2 and the last paragraph of Section 10.3 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Issuer Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein any Security expressly provided forfor herein or in the terms of such Security), and the Trustee, at the expense of the CompanyIssuer, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and 3.6 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company Issuer and thereafter repaid to the Company Issuer or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the CompanyIssuer, and the CompanyIssuer, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose money in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company Issuer has paid or caused to be paid all other sums payable hereunder by the CompanyTrust; and (3) the Issuer has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Issuer to the Trustee under Section 6.7 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 4.2 and the last paragraph of Section 10.3 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect with respect to Securities of any series (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this IndentureIndenture with respect to such Securities, when (a) either (i1) all such Securities theretofore authenticated and delivered (other than (xi) such Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) such Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee cancelled or for cancellation; or (ii2) all such Securities not theretofore delivered to the Trustee as cancelled or for cancellation (A) i. have become due and payable, or (B) ii. will become due and payable at their Stated Maturity within one year, or (C) iii. are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, Company in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose money an amount of money in the currency or currency units in which such Securities are payable sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee as cancelled or for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of such Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company has paid or caused to be paid paid, or otherwise made provision for the payment of, all other sums payable hereunder by the CompanyCompany with respect to such Securities; and (c) the Company has delivered to the Trustee an Officer’s Certificate and an Opinion of Counsel each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture with respect to such Securities have been complied with. Notwithstanding the satisfaction and discharge of this Indenture with respect to Securities of any series, the obligations of the Company to the Trustee under Section 6.07, the obligations of the Trustee to any Authenticating Agent under Section 6.14 and the right of the Trustee to resign under Section 6.10 shall survive, and, if money shall have been deposited with the Trustee pursuant to subclause (2) of Clause (a) of this Section, the obligations of the Trustee under Section 4.02, 6.06, 7.01 and 10.02 and the last paragraph of Section 10.03 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities theretofore authenticated and delivered (other than (xA) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yB) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to will be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on evidenced by such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) no Default or Event of Default has occurred and is continuing on the date of such deposit (other than a Default or Event of Default resulting from the borrowing of funds to be applied to such deposit) and the deposit will not result in a breach or violation of, or constitute a default under, any other instrument to which the Company or any guarantor, as applicable, of such Securities is a party or by which the Company or any such guarantor, as applicable, is bound; (c) the Company or any guarantor of such Securities has paid or caused to be paid all other sums payable hereunder by the Company; (d) the Company has delivered irrevocable instructions to the Trustee for such Securities under this Indenture to apply the deposited money toward the payment of such Securities at maturity or on the redemption date, as the case may be; and (e) Company has delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07 and, if money shall have been deposited with the Trustee pursuant to subclause (ii) of Clause (a) of this Section, the obligations of the Trustee under Section 4.02 and the last paragraph of Section 10.03 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. In the event there are Securities of two or more series hereunder, the Trustee shall be required to execute an instrument acknowledging satisfaction and discharge of this Indenture only if requested to do so with respect to Securities of all series as to which it is Trustee and if the other conditions thereto are met. In the event there are two or more Trustees hereunder, then the effectiveness of any such instrument shall be conditioned upon receipt of such instruments from all Trustees hereunder. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.06 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of clause (1) of this Section, the obligations of the Trustee under Section 4.02 and the last paragraph of Section 10.03 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Issuer Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein any Security expressly provided forfor herein or in the terms of such Security), and the Trustee, at the expense of the CompanyIssuer, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and 3.6 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company Issuer and thereafter repaid to the Company Issuer or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the CompanyIssuer, and the CompanyIssuer, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose money in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company Issuer has paid or caused to be paid all other sums payable hereunder by the CompanyIssuer; and (3) the Issuer has delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for herein relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Issuer to the Trustee under Section 6.7 and of the Issuer to an Authenticating Agent under Section 6.14 and, if money shall have been deposited with the Trustee pursuant to sub clause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 4.2 and the last paragraph of Section 10.3 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall shall, upon Company Request Request, cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), for and as otherwise provided in this Section 4.1) and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when: (a) either (i) all Securities theretofore authenticated and delivered (other than (xA) Securities which that have been destroyed, lost or stolen and which that have been replaced or paid as provided in Section 3.06 3.7 and (yB) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation (A) have become due and payable, or, (B) will become due and payable at their Stated Maturity within one yearyear of the date of deposit, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of subclause (Aii)(A), (B) or (C) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the such purpose an amount in the currency or currencies in which the Securities are payable sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalthe principal (and premium, if any) and interest (including any premium or interest, Additional Interest) to the date of such deposit (in the case of Securities which that have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (c) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. (d) Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.7, the obligations of the Company to any Authenticating Agent under Section 6.14 and, if money shall have been deposited with the Trustee pursuant to subclause (ii) of clause (a) of this Section, the obligations of the Trustee under Section 4.2 and the last paragraph of Section 10.3 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 306 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company or a Guarantor and thereafter repaid to the Company or that Guarantor or discharged from such trust, as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the CompanyCompany or a Guarantor, as the case may be, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose money in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company or a Guarantor, as the case may be, has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officer’s Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company and the Guarantors to the Trustee under Section 607 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 402 and the last paragraph of Section 1003 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) trust have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07, and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 4.02 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request Order cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.6 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Trustee or the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.033.12) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, or are deemed paid and discharged pursuant to Section 12.3, as applicable, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose money, U.S. Government Obligations or Foreign Government Obligations, or in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officer’s Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 5.7, the obligations of the Trustee to any Authenticating Agent under Section 5.14 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of clause (1) of this Section, the obligations of the Trustee under Section 3.5, Section 3.6, the last paragraph of Section 3.12, Section 9.1 and Section 12.6 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request be discharged and shall cease to be of further effect as to all Notes issued hereunder, when: (1) either: (1) all Notes that have been authenticated hereunder (except as to any surviving rights of registration of transfer lost, stolen or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities theretofore authenticated and delivered (other than (x) Securities which have been destroyed, lost or stolen and which destroyed Notes that have been replaced or paid as provided in Section 3.06 and (y) Securities Notes for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03Company) have been delivered to the Trustee for cancellation; or (ii2) all such Securities Notes issued hereunder that have not theretofore been delivered to the Trustee for cancellation cancellation (Ax) have become due and payablepayable (by reason of the mailing of a notice of redemption or otherwise), or (By) will become due and payable at their Stated Maturity within one year, or year or (Cz) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the nameTrustee, and at in each such case the expense, of the Company, and the Company, in the case of (A), (B) or (C) above Company has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust solely for the purpose an amount sufficient benefit of the Holders, cash in U.S. dollars, non-callable Government Securities, or a combination thereof, in such amounts as will be sufficient, without consideration of any reinvestment of interest, to pay and discharge the entire indebtedness on such Securities the Notes not theretofore delivered to the Trustee for cancellation, cancellation for principal, premium, if any, and any premium or interest, to the date of such deposit (in the case of Securities which have become due and payable) or accrued interest to the Stated Maturity or Redemption Date, as the case may be; (b2) no Default or Event of Default (other than resulting from the borrowing of funds to be applied to make such deposit and any similar and concurrent deposit relating to other Indebtedness and, in each case, the granting of Liens in connection therewith) will have occurred and be continuing on the date of such deposit or will occur as a result of such deposit, and such deposit will not result in a breach or violation of, or constitute a default under, any material agreement or instrument (other than this Indenture) to which the Company or any Subsidiary Guarantor is a party or by which the Company or any Subsidiary Guarantor is bound (other than resulting from the borrowing of funds to be applied to make such deposit and any similar and concurrent deposit relating to other Indebtedness and, in each case, the granting of Liens in connection therewith); (3) the Company or any Subsidiary Guarantor has paid or caused to be paid all other sums payable hereunder by it with respect to the CompanyNotes under this Indenture; and (4) the Company has delivered irrevocable instructions to the Trustee under this Indenture to apply the deposited money toward the payment of the Notes issued hereunder at Stated Maturity or the Redemption Date, as the case may be. In addition, the Company must deliver an Officer’s Certificate and an Opinion of Counsel to the Trustee stating that all conditions precedent to satisfaction and discharge have been satisfied.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Issuer Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the CompanyIssuer, shall execute proper such instruments as may be requested by the Issuer acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company Issuer and thereafter repaid to the Company Issuer or discharged from such trust, as provided in Section 10.0311.03) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the CompanyIssuer, and the CompanyIssuer, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellationcancellation (other than Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06), for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company Issuer has paid or caused to be paid all other sums payable hereunder by the CompanyIssuer; and (3) the Issuer has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Issuer to the Trustee under Section 7.07 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 5.03 and the last paragraph of Section 11.03 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), Notes issued under this Indenture) and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, Indenture when (a1) either (iA) all Securities Notes theretofore authenticated and delivered (other than except (xi) Securities which have been destroyedlost, lost stolen or stolen and destroyed Notes which have been replaced or paid as provided in Section 3.06 306 and (yii) Securities Notes for whose payment money has funds have theretofore been deposited in trust by the Company with the Trustee or any Paying Agent or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or (iiB) all such Securities Notes not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to and either the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) Company or (C) above any Subsidiary Guarantor has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities Notes not theretofore delivered to the Trustee for cancellation, for principalprincipal of, premium and Liquidated Damages, if any, and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may bedeposit; (b2) the Company or any Subsidiary Guarantor has paid or caused to be paid all other sums payable hereunder by the CompanyCompany and any Subsidiary Guarantors; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with and that such satisfaction and discharge will not result in a breach or violation of, or constitute a default under, this Indenture or any other material agreement or instrument to which the Company or any Subsidiary Guarantor is a party or by which it is bound. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 606 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of clause (1) of this Section, the obligations of the Trustee under Section 402 and the last paragraph of Section 1003 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request be discharged and shall cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein as expressly provided for)for herein) as to all Outstanding Securities hereunder, and the Trustee, upon Company Request and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i1) all the Securities theretofore authenticated and delivered (other than (xi) lost, stolen or destroyed Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and 308 or (yii) all Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, trust as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or (ii2) all such Securities not theretofore delivered to the Trustee for cancellation cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or year or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and ; (b) the Company, in the case of (A), (B) Company or (C) above any Guarantor has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount in United States dollars sufficient to pay and discharge the entire indebtedness Indebtedness on such the Securities not theretofore delivered to the Trustee for cancellation, for principalincluding the principal of, premium, if any, and any premium or interestaccrued interest on, to the date of such deposit (in the case of Securities which have become due and payable) or to the at such Maturity, Stated Maturity or Redemption Date, as the case may be; (bc) the Company or any Guarantor has paid or caused to be paid all other sums payable hereunder by the CompanyCompany and any Guarantor; and (d) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Independent Counsel, in form and substance satisfactory to the Trustee, each stating that (i) all conditions precedent herein relating to the satisfaction and discharge hereof have been complied with and (ii) such satisfaction and discharge will not result in a breach or violation of, or constitute a default under, this Indenture or any other material agreement or instrument to which the Company, any Guarantor or any Restricted Subsidiary is a party or by which the Company, any Guarantor or any Restricted Subsidiary is bound. Notwithstanding the satisfaction and discharge hereof, the obligations of the Company to the Trustee under Section 607 and, if United States dollars shall have been deposited with the Trustee pursuant to subclause (2) of subsection (a) of this Section 1201, the obligations of the Trustee under Section 1202 and the last paragraph of Section 1003 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to If at any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when time (a) either (i) the Company shall have delivered to the Trustee cancelled or for cancellation all Securities of any Series theretofore authenticated and delivered all unmatured coupons, if any, appertaining thereto (other than (x) any Securities of such Series and coupons appertaining thereto which shall have been destroyed, lost or stolen and which shall have been replaced or paid as provided in Section 3.06 2.09), or (b) in the case of any Series of Securities where the exact amount (including currency of payment) of principal of and (y) Securities for whose payment money has theretofore been deposited interest due on which can be determined at the time of making the deposit referred to in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or clause (ii) below, (i) all the Securities of such Securities Series and all unmatured coupons appertaining thereto, not theretofore delivered to the Trustee cancelled or for cancellation (A) cancellation shall have become due and payable, or (B) will or are by their terms to become due and payable at their Stated Maturity within one year, or (C) year or are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the nameredemption, and at (ii) the expense, of Company or the Company, and the Company, in the case of (A), (B) Guarantor shall deposit or (C) above has deposited or caused cause to be deposited with the Trustee as trust funds the entire amount in trust for the purpose an amount cash sufficient to pay and discharge the entire indebtedness on at maturity or upon redemption all such Securities not theretofore delivered to the Trustee cancelled or for cancellation, for principalincluding principal (and premium, if any) and any premium interest due or interest, to the become due to such date of such deposit (in the case of Securities which have become due and payable) maturity or to the Stated Maturity or Redemption Datedate fixed for redemption, as the case may be; , or (bc) in the case of any Series of Securities which have a floating or variable rate of interest that cannot exceed a specified or determinable maximum rate of interest, (i) all the Securities of such Series and all unmatured coupons appertaining thereto, not theretofore delivered to the Trustee cancelled or for cancellation shall have become due and payable, or are by their terms to become due and payable within one year or are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption, and (ii) the Company has or the Guarantor shall deposit or cause to be deposited with the Trustee as trust funds the entire amount in cash sufficient to pay each installment of interest on such Series of Securities not theretofore delivered to the Trustee for cancellation at the applicable specified or determined maximum rate of interest thereon on the dates such installments of interest are due and sufficient to pay the principal of (and premium, if any, on) the Securities of such Series not theretofore delivered to the Trustee for cancellation at maturity or upon redemption, but excluding, however, in each of the foregoing cases, the amount of any moneys for the payment of principal of (and premium, if any) or interest on the Securities (1) theretofore deposited with the Trustee and repaid by the Trustee to the Company in accordance with the provisions of Section 8.05, or (2) paid to any state or caused to the District of Columbia pursuant to its unclaimed property or similar laws, and if in either case the Company or the Guarantor shall also pay or cause to be paid all other sums payable hereunder by the Company or the Guarantor, then this Indenture shall cease to be of further effect with respect to the Securities of such Series (except as to the provisions applicable to transfers and exchanges of Securities of such Series and any coupons appertaining thereto) and the Trustee on demand of and at the cost and expense of the Company; and, shall execute proper instruments acknowledging satisfaction of and discharging this Indenture with respect to the Securities of such Series. The Company agrees to reimburse the Trustee for any costs or expenses thereafter reasonably and properly incurred by the Trustee in connection with this Indenture or the Securities.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and The Issuer may terminate its obligations under the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when: (a) either either (i) all the Securities theretofore of any series issued that have been authenticated and delivered have been delivered to the Trustee for cancellation (other than (x) any Securities of such series which shall have been destroyed, lost or stolen and which shall have been replaced or paid as provided in Section 3.06 and 2.09); or (yii) all the Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) of any series issued that have not been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation cancellation shall have (A) have become due and payable, or or (B) will are by their terms to become due and payable at their Stated Maturity within one year, or (C) or are to be called for redemption within one year under and the Issuer shall have made irrevocable arrangements satisfactory to the Trustee for the giving of notice of redemption by the such Trustee in the Issuer’s name, and at the expense, of the Company, Issuer’s expense and the Company, in the case of (A), (B) or (C) above has Issuer have irrevocably deposited or caused to be deposited with the Trustee as trust sufficient funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such the applicable series of Securities not theretofore delivered to the Trustee for cancellation, for principal, premium, if any, and any premium or interest, interest to the date of such deposit (in the case of Securities which that have become due and payable) or to the Stated Maturity applicable maturity or Redemption Dateredemption date, as the case may be, together with irrevocable instructions from the Issuer directing the Trustee to apply such funds to the payment thereof at the applicable maturity or redemption date, as the case may be; (b) the Company has The Issuer shall have paid or caused to be paid all other sums then due and payable hereunder under the Indenture; and (c) The Issuer shall have delivered to the Trustee an Officer’s Certificate and an Opinion of Counsel each stating that all conditions precedent under the Indenture relating to the satisfaction and discharge of the indenture have been complied with. If the foregoing conditions are met, the Trustee, on demand of the Issuer accompanied by an Officer’s Certificate and an Opinion of counsel and at the cost and expense of the Issuer, shall execute proper instruments prepared by the CompanyIssuer acknowledging such satisfaction of and discharging the Indenture with respect to such series except as to: (1) rights of Holders to receive payments when due of principal thereof and interest thereon, and remaining rights of the holders to receive mandatory sinking fund payments, if any; (2) obligations of the Issuer in respect of issuing temporary Securities, registration of Securities, substitution of mutilated, defaced, destroyed, lost or stolen Securities and the maintenance of an office or agency for payment on Securities; (3) rights of registration of transfer and exchange of Securities of such series, and the Issuer’s right of optional redemption, if any; (4) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the obligations of the Issuer in connection therewith; (5) the rights of the Holders of such series as beneficiaries hereof with respect to the property so deposited with the Trustee payable to all or any of them; (6) the defeasance provisions of Section 9.02; and (7) the rights of the Issuer to be repaid any money pursuant to Sections 9.05 and 9.06.

Satisfaction and Discharge of Indenture. This Indenture shall upon on Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided forfor in this Article IV), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities theretofore authenticated and delivered (other than (xA) Securities which that have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yB) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (ii) all such those Securities not theretofore delivered to the Trustee for cancellation (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, or (D) are delivered to the Trustee for conversion in accordance with Article XIII, and the Company, in the case of (A), (B), (C) or (CD) above above, has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose of paying an amount in cash sufficient (without consideration of any investment of such cash) to pay and discharge the entire indebtedness on such those Securities not theretofore delivered to the Trustee for cancellationcancellation for principal and premium, for principalif any, and any premium or interestinterest and Additional Amounts, if any, to the date of such deposit (in the case of Securities which that have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; PROVIDED that the Trustee is irrevocably instructed to apply such amount to said payments with respect to those Securities; (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (c) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the following rights or obligations under the Securities and this Indenture shall survive until otherwise terminated or discharged hereunder: (a) Article XIII, Article XIV and the Company's obligations under Sections 3.04, 3.05, 3.06, 10.02 and 10.03, in each case with respect to any Securities described in subclause (ii) of clause (a) of this Section 4.01, (b) this Article IV, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder, including the obligations of the Company to the Trustee under Section 6.07, and the obligations of the Trustee or the Company to any Authenticating Agent under Section 6.14 and (d) if money shall have been deposited with the Trustee pursuant to subclause (ii) of clause (a) of this Section 4.01, the rights of Holders of any Securities described in that subclause (ii) to receive, solely from the trust fund described in that subclause (ii), payments in respect of the principal of, and premium (if any) and interest on and Additional Amounts (if any) with respect to, those Securities when such payments are due.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities Notes herein expressly provided for), and the Indenture Trustee, on demand of and at the expense of the CompanyTrust, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities Notes theretofore authenticated and delivered (other than (xi) Securities Notes which have been mutilated, destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.06, and (yii) Securities Notes for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company Trust and thereafter repaid to the Company Trust or discharged from such trust, as provided in Section 10.03) have been delivered to the Indenture Trustee for cancellation; or (iiB) all such Securities Notes not theretofore delivered to the Indenture Trustee for cancellation (Ai) have become due and payable, or, (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Indenture Trustee for the giving of notice of redemption by the Indenture Trustee in the name, and at the expense, of the CompanyTrust, and the CompanyTrust, in the case of (Ai), (B) ii), or (Ciii) above above, has deposited or caused to be deposited with the Indenture Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on at their Stated Maturity all such Securities Notes not theretofore delivered to the Indenture Trustee for cancellation, for principalincluding principal (and premium, if any) and any premium interest due or interest, to the date of such deposit (in the case of Securities which have become due and payable) or to the on their Stated Maturity or Redemption Date, as the case may be; (b2) the Company The Trust has paid or caused to be paid all other sums payable hereunder by the CompanyTrust; and (3) the Trust has delivered to the Indenture Trustee an Officers' Certificate and an Opinion of Counsel each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Trust to the Indenture Trustee under Section 6.07 and, if money shall have been deposited with the Indenture Trustee pursuant to subclause (B) of clause (1) of this Section, the obligations of the Indenture Trustee under Section 4.02 and the last paragraph of Section 10.03 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities herein expressly provided forfor herein), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 2.07 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.038.04) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity stated maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, Company in the case of (Ai), (Bii), and (iii) or (C) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount of money or U.S. Government Obligations sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, Principal and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity stated maturity or Redemption Dateredemption date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Holders under Section 4.01, to the Trustee under Section 7.07, and, if money or U.S. Government Obligations shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 8.02 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 305 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose funds in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officer's Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 607, the obligations of the Trustee to any Authenticating Agent under Section 614 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 402 and the last paragraph of Section 1003 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture, with respect to the Securities of any series (if all series issued under this Indenture shall are not to be affected), shall, upon Company Request Issuer Order, cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of such Securities herein expressly provided for)for and rights to receive payments of principal of and premium, if any, and interest on such Securities) and the Trustee, at the expense of the CompanyIssuer, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when, (a) either: (i) all Securities of such series theretofore authenticated and delivered (other than (xA) Securities which that have been destroyed, lost or stolen and which that have been replaced or paid as provided in Section 3.06 3.07 and (yB) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company Issuer and thereafter repaid to the Company Issuer or discharged from such trust, as provided in Section 10.036.03) have been delivered to the Trustee for cancellation; or (ii) all Securities of such Securities series not theretofore delivered to the Trustee for cancellation, (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the CompanyIssuer, and the CompanyIssuer, and in the case of (A), (B) or (C) above above, has irrevocably deposited or caused to be deposited with the Trustee or Paying Agent as trust funds in trust for the purpose an amount in the Currency in which such Securities are denominated (except as otherwise provided pursuant to Section 3.01) sufficient to pay and discharge the entire indebtedness Indebtedness on such Securities not theretofore delivered to the Trustee for cancellationprincipal and premium, for principalif any, and any premium or interest, interest to the date of such deposit (in the case of Securities which that have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; provided, however, in the event a petition for relief under federal bankruptcy laws, as now or hereafter constituted, or any other applicable federal or state bankruptcy, insolvency or other similar law, is filed with respect to the Issuer within 91 days after the deposit and the Trustee is required to return the moneys then on deposit with the Trustee to the Issuer, the obligations of the Issuer under this Indenture with respect to such Securities shall not be deemed terminated or discharged; (b) the Company Issuer has paid or caused to be paid all other sums payable hereunder by the CompanyIssuer; and (c) the Issuer has delivered to the Trustee an Officer’s Certificate and an Opinion of Counsel each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture with respect to such series have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Issuer to the Trustee under Section 11.01 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of clause (a)(i) of this Section, the obligations of the Trustee under Section 12.07 and the last paragraph of Section 6.03(e) shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (A1) have become due and payable, or (B2) will become due and payable at their Stated Maturity within one year, or (C3) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, Company and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, interest (including Compounded Interest) to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of clause (1) of this Section, the obligations of the Trustee under Section 4.02 and the last paragraph of Section 10.03 shall survive.

Satisfaction and Discharge of Indenture. This Upon the --------------------------------------- request of the Company, this Indenture shall upon Company Request will cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein the Securities, as expressly provided forfor herein or pursuant hereto), the Company and the Guarantors will be discharged from their obligations under the Securities and Security Guarantees and the Trustee, at the expense of the Company, shall will execute proper instruments acknowledging satisfaction and discharge of this Indenture, any security agreements relating thereto, the Securities and the Security Guarantees when: (a) either either (i) all the Securities theretofore authenticated and delivered (other than (x) Securities which have been mutilated, destroyed, lost or stolen and which Securities that have been replaced or paid as provided in Section 3.06 and (y) Securities for whose payment money has theretofore that have been deposited in trust or segregated and held in trust by the Company and thereafter repaid subject to the Company or discharged from such trust, as provided in Section 10.03defeasance under this Article VIII) have been delivered to the Trustee for cancellation; or cancellation or (ii) all such Securities not theretofore delivered to the Trustee for cancellation cancellation (A) have become due and payable, or (B) will shall become due and payable at their Stated Maturity maturity within one year, or year or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above Company has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose in an amount sufficient to pay and discharge the entire indebtedness Debt on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium and Liquidated Damages, if any, on) and any premium or interest, interest on the Securities to the date of such deposit (in the case of Securities which that have become due and payable) or to the Stated Maturity or Redemption Dateredemption date, as the case may be; (b) the Company has paid or caused to be paid all other sums payable hereunder under this Indenture by the this Company; or (c) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent provided in this Indenture relating to the satisfaction and discharge of this Indenture, the security agreements relating thereto, the Securities and the Security Guarantees have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 7.07 and, if money shall have been deposited with the Trustee pursuant to clause (a)(ii) of this Section, the obligations of the Trustee under Section 8.06 and Section 2.04 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.6 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation cancellation (Ai) have become due and payable, or or (Bii) will become due and payable at their Stated Maturity within one year, or or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.7 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of clause (1) of this Section, the obligations of the Trustee under Section 4.2 and the last paragraph of Section 10.3 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07, and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 4.02 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture --------------------------------------- shall upon Company Request be discharged and shall cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein as expressly provided for)for herein) as to all outstanding Securities hereunder, and the Trustee, upon Company Request and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either either (i1) all such Securities theretofore authenticated and delivered (other than (x) lost, stolen or destroyed Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (y) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.032.07) have been delivered to the Trustee for cancellation; or or (ii2) all such Securities not theretofore delivered to the Trustee for cancellation cancellation (Ax) have become due and payable, or (By) will become due and payable at their Stated Maturity within one year, or or (Cz) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, ; and the Company, in the case of (A), (B) Company or (C) above any Subsidiary Guarantor has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust an amount in United States dollars or direct obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by, the United States of America (or by any agency thereof to the extent such obligations are backed by the full faith and credit of the United States of America), in each case maturing prior to the date the Securities have become due and payable, the Stated Maturity of the Securities or the relevant redemption date for the purpose an amount Notes, as the case may be, sufficient to pay and discharge the entire indebtedness Indebtedness on such the Securities not theretofore delivered to the Trustee for cancellation, for principalincluding the principal of, premium, if any, and any premium or interestaccrued interest at maturity, to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may beredemption date; (b) the Company or any Subsidiary Guarantor has paid or caused to be paid all other sums payable hereunder by the CompanyCompany and any Subsidiary Guarantor; and (c) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that (i) all conditions precedent herein relating to the satisfaction and discharge hereof have been complied with and (ii) such satisfaction and discharge will not result in a breach or violation of, or constitute a default under, this Indenture or any other material agreement or instrument to which the Company, any Subsidiary Guarantor or any Subsidiary is a party or by which the Company, any Subsidiary Guarantor or any of the Company's Subsidiaries is bound. Notwithstanding the satisfaction and discharge hereof, the obligations of the Company to the Trustee under Section 7.07 and, if United States dollars shall have been deposited with the Trustee pursuant to subclause (2) of subsection (a) of this Section 13.01, the obligations of the Trustee under Section 13.02 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided forfor or in the form of Security for such series), and when the Trustee, upon Company Request and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i1) all Securities theretofore authenticated and delivered (other than (xA) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yB) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.07) have been delivered to the Trustee for cancellation; or (ii2) all such Securities not theretofore delivered to the Trustee for cancellation (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (c) the Company has delivered to the Trustee an Officer's Certificate and an Opinion of Counsel, each stating that all conditions precedent provided for herein relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07, the obligations of the Company to any Authenticating Agent under Section 6.14 and, if money shall have been deposited with the Trustee pursuant to subclause (2) of clause (a) of this Section 4.01, the obligations of the Trustee under Section 4.02 and the last paragraph of Section 10.07 shall survive. If the Company shall have paid or caused to be paid in whole or in part the principal of and premium, if any, and interest on any Security, as and when the same shall become due and payable or the Company shall have delivered to the Trustee for cancellation any outstanding Security, such Security shall cease to be entitled to the lien, benefit or security interest under this Indenture to the extent of such amounts paid.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 306 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the such purpose money in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel complying with Section 103, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 607, the obligations of the Trustee to any Authenticating Agent under Section 614 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 402 and the last paragraph of Section 1003 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of or transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.6 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officer's Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. In the event there are Securities of two or more series hereunder, the Trustee shall be required to execute an instrument acknowledging satisfaction and discharge of this Indenture only if requested to do so with respect to Securities of all series as to which it is Trustee and if the other conditions thereto are met. In the event there are two or more Trustees hereunder, then the effectiveness of any such instrument shall be conditioned upon receipt of such instruments from all Trustees hereunder. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.7 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of clause (1) of this Section, the obligations of the Trustee under Section 4.2 and the last paragraph of Section 10.3 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (iA) all Securities of such series theretofore authenticated and delivered and all coupons, if any, appertaining thereto (other than (xi) coupons appertaining to Bearer Securities surrendered for exchange for Registered Securities and maturing after such exchange, whose surrender is not required or has been waived as provided in Section 3.5, (ii) Securities and coupons which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.6, (iii) coupons appertaining to Bearer Securities called for redemption and maturing after the relevant Redemption Date, whose surrender has been waived as provided in Section 11.6, and (yiv) Securities and coupons for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation cancellation (Ai) have become due and payable, or or (Bii) will become due and payable at their Stated Maturity within one year, or or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities and coupons appertaining thereto, if any, not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities and coupons appertaining thereto, if any, which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (c) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.7, the obligations of the Trustee to any Authenticating Agent under Section 6.14 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (a) of this Section, the obligations of the Trustee under Section 4.2 and the last paragraph of Section 10.3 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when If (a) either (i) the Company --------------------------------------- shall deliver to the Trustee for cancellation all Securities of any series theretofore authenticated and delivered (other than (x) any Securities of such series which shall have been destroyed, lost or stolen and which shall have been replaced or paid as provided in Section 3.06 SECTION 2.07) and not theretofore cancelled, or (yb) all the Securities for whose payment money has of such series not theretofore been deposited in trust cancelled or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation (A) cancellation shall have become due and payable, or (B) will or are by their terms to become due and payable at their Stated Maturity within one year, or (C) year or are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Companyredemption, and the Company, in the case of (A), (B) or (C) above has deposited or caused to be deposited Company shall deposit with the Trustee as trust funds in trust for the purpose an entire amount sufficient to pay and discharge the entire indebtedness on at Maturity or upon redemption all of such Securities not theretofore cancelled or delivered to the Trustee for cancellation, for principal, including principal and any premium interest due or interest, to the become due to such date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Dateredemption date, as the case may be; (b) , and if in either case the Company has paid shall also pay or caused cause to be paid all other sums payable hereunder by the Company with respect to Securities of such series, then this Indenture shall cease to be of further effect with respect to Securities of such series, (except as to (i) remaining rights of registration of transfer, conversion, substitution and exchange and the Company; and's right of optional redemption of Securities of such series, (ii) rights hereunder of holders to receive payments of principal of, and any interest on, the Securities of such series, and other rights, duties and obligations of the holders of Securities of such series as beneficiaries hereof with respect to the amounts, if any, so deposited with the Trustee, and (iii) the rights, obligations and immunities of the Trustee hereunder), and the Trustee, on demand of the Company, and at the cost and expense of the Company, shall execute proper instruments acknowledging satisfaction of and discharging this Indenture. The Company hereby agrees to compensate the Trustee for any services thereafter reasonably and properly rendered and to reimburse the Trustee for any costs or expenses theretofore and thereafter reasonably and properly incurred by the Trustee in connection with this Indenture or the Securities of such series. Notwithstanding the satisfaction and discharge of this Indenture with respect to the Securities of any or all series, the obligations of the Company to the Trustee under SECTION 7.06 and of the Company under SECTION 12.02 AND SECTION 15.06 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall will upon a Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities Notes herein expressly provided for), and the Trustee, at the expense of the Company, shall will execute proper instruments acknowledging satisfaction and discharge of this Indenture, when : (a) either either (i) all Securities Notes theretofore authenticated and delivered (other than (xA) Securities Notes which have been destroyed, lost lost, or stolen and which have been replaced or paid as provided in Section 3.06 2.04 and (yB) Securities Notes for whose the payment of which money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or cancellation or (ii) all such Securities Notes not theretofore delivered to the Trustee for cancellation cancellation (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of clause (A), (B) ), or (C) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the such purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities Notes not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities Notes which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; ; (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (c) the Company has delivered to the Trustee an Officer’s Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been satisfied. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 7.07, and, if money shall have been deposited with the Trustee pursuant to Section 9.01(a)(ii), the obligations of the Trustee under Section 9.02, will survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) when either all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.6 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Trustee or the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (ii) or all such Securities not theretofore delivered to the Trustee for cancellation (A) cancellation have become due and payable, or (B) or will become due and payable at their Stated Maturity within one year, or (C) or are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose money in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) ; the Company has paid or caused to be paid all other sums payable hereunder by the Company; and the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.7, the obligations of the Trustee to any Authenticating Agent under Section 6.14 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of clause (1) of this Section, the obligations of the Trustee under Section 4.2 and the last paragraph of Section 10.3 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity Maturities within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, Company in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07 and the obligations of the Trustee to any Authenticating Agent under Section 6.14 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, whenwhen either: (a) either (i1) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (ii2) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b3) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (4) the Company has delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07, and, if money shall have been deposited with the Trustee pursuant to subclause (ii) of Clause (1) of this Section, the obligations of the Trustee under Section 4.02 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture If at any time IRSA PC shall upon Company Request cease have paid or caused to be paid the principal of further effect and interest (except as to any surviving rights of registration of transfer or exchange of including Additional Amounts) on all the Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities theretofore authenticated and delivered Outstanding hereunder (other than (x) Securities which that have been destroyed, lost or stolen and which that have been replaced or paid as provided in Section 3.06 ‎Section 2.11) as and (y) Securities for whose payment money has theretofore been deposited in trust when the same shall have become due and payable, or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) IRSA PC shall have been delivered to the Trustee for cancellation; or cancellation all Securities theretofore authenticated (ii) other than any Securities that shall have been destroyed, lost or stolen and that shall have been replaced or paid as provided in ‎Section 2.11 or all such the Securities not theretofore delivered to the Trustee for cancellation (A) cancellation shall have become due and payable, or (B) will or are by their terms to become due and payable at their Stated Maturity within one year, or (C1) year or are to be called for redemption within one (1) year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the nameredemption, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above has IRSA PC shall have irrevocably deposited or caused to be deposited with the Trustee as trust funds the entire amount in trust for cash (other than moneys repaid by the purpose an amount Trustee or any Paying Agent to IRSA PC in accordance with Section ‎9.3 or ‎9.4) sufficient to pay at maturity or upon redemption all Securities (other than any Securities that shall have been destroyed, lost or stolen and discharge the entire indebtedness on such Securities that shall have been replaced or paid as provided in ‎Section 2.11) not theretofore delivered to the Trustee for cancellation, for principal, including principal and any premium interest (including Additional Amounts) due or interest, to the become due on or prior to such date of such deposit (in the case of Securities which have become due and payable) maturity or to the Stated Maturity or Redemption Dateredemption, as the case may be; (b) the Company has paid , and if, in any such case, IRSA PC shall also pay or caused cause to be paid all other sums payable hereunder by IRSA PC with respect to the CompanySecurities, then this Indenture shall cease to be of further effect (except as to (i) rights of registration of transfer, exchange and replacement of Securities, and IRSA PC’s right of optional redemption, if any, (ii) substitution of mutilated, defaced, destroyed, lost or stolen Securities, (iii) rights of Holders to receive payments of principal thereof and interest thereon (including Additional Amounts), and remaining rights of the Holders to receive mandatory sinking fund payments, if any, (iv) the rights, protections, indemnities, obligations and immunities of the Trustee, each of the Agents and the Representative of the Trustee in Argentina hereunder and the obligations of IRSA PC with respect thereto (v) the rights of the Securityholders as beneficiaries hereof with respect to the property so deposited with the Trustee payable to all or any of them), and the Trustee, on written demand of IRSA PC accompanied by an Officer’s Certificate and an Opinion of Counsel and at the cost and expense of IRSA PC, shall execute instruments acknowledging such satisfaction of and discharging this Indenture; andprovided that the rights of Holders of the Securities to receive amounts in respect of principal of and interest on the Securities held by them shall not be delayed longer than required by then-applicable mandatory rules or policies of any securities exchange upon which the Securities are listed. IRSA PC agrees to reimburse the Trustee for any costs or expenses thereafter reasonably incurred (including reasonable fees and expenses of counsel) and to compensate the Trustee for any services thereafter rendered by the Trustee in accordance with the terms of this Indenture or the Securities. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of IRSA PC to the Trustee, the Agents and the Representative of the Trustee in Argentina under Sections 1.2, ‎3.4(b), ‎5.6, 5.13, 5.14 and 11.5 shall survive.

Satisfaction and Discharge of Indenture. This Upon the request of the Company, this Indenture shall upon Company Request will be discharged and will cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein the Senior Subordinated Securities, as expressly provided forfor herein or pursuant hereto), the Company and the Guarantors will be discharged from their obligations under the Senior Subordinated Securities and the Subsidiary Guarantees, respectively, and the Trustee, at the expense of the Company, shall will execute proper instruments acknowledging satisfaction and discharge of this Indenture, Indenture when: (a) either either (i) all the Senior Subordinated Securities theretofore authenticated and delivered (other than (x) Securities which have been mutilated, destroyed, lost or stolen and which Senior Subordinated Securities that have been replaced or paid as provided in Section 3.06 and (y) Senior Subordinated Securities for whose payment money has theretofore that have been deposited in trust or segregated and held in trust by the Company and thereafter repaid subject to the Company or discharged from such trust, as provided in Section 10.03defeasance under this Article VIII) have been delivered to the Trustee for cancellation; or cancellation or (ii) all such Senior Subordinated Securities not theretofore delivered to the Trustee for cancellation cancellation (A) have become due and payable, or (B) will become due and payable at their Stated Maturity maturity within one year, or year or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above above, has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the such purpose in an amount sufficient to pay and discharge discharge, without the need to reinvest any proceeds thereof, the entire indebtedness Indebtedness on such Senior Subordinated Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, interest on the Senior Subordinated Securities to the date of such deposit (in the case of Senior Subordinated Securities which that have become due and payable) or to the Stated Maturity or Redemption Dateredemption date, as the case may be; (b) the Company has paid or caused to be paid all other sums payable hereunder under this Indenture by the Company; and (c) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent provided in this Indenture relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company and the Guarantors to the Trustee under Section 7.07 and, if money shall have been deposited with the Trustee pursuant to clause (a)(ii) of this Section 8.06, the obligations of the Trustee under Section 8.06 and Section 2.04 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07, and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 4.02 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the CompanyCompany and/or a Subsidiary Guarantor, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company and/or a Subsidiary Guarantor has paid or caused to be paid all other sums payable hereunder by the CompanyCompany and the Subsidiary Guarantors; and (3) the Company has delivered to the Trustee an Officer’s Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07, and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 4.02, shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for)Unless otherwise set forth in the supplemental indenture, and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when when (a) either (i) the Issuer shall deliver to the Trustee for cancellation all Securities theretofore authenticated and delivered (other than (x) any Securities which appertaining thereto that have been destroyed, lost or stolen and in lieu of or in substitution for which other Securities shall have been replaced authenticated and delivered) and not theretofore canceled, or paid as provided in Section 3.06 and (yb) all Securities for whose payment money has not theretofore been deposited in trust canceled or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation (A) cancellation shall have become due and payable, or (B) will or are by their terms to become due and payable at their Stated Maturity within one year, or (C) year or are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Companyredemption, and the CompanyIssuer shall deposit with the Trustee, in the case of (A)trust, (B) or (C) above has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay at maturity or upon redemption of all of the Securities (other than any Securities that shall have been mutilated, destroyed, lost or stolen and discharge the entire indebtedness on such in lieu of or in substitution for which other Securities shall have been authenticated and delivered) not theretofore canceled or delivered to the Trustee for cancellation, for principalincluding principal and premium, if any, and any premium interest due or interest, to the become due to such date of such deposit (in the case of Securities which have become due and payable) maturity or to the Stated Maturity or Redemption Dateredemption date, as the case may be; (b) , accompanied by a verification report, as to the Company has paid sufficiency of the deposited amount, from an independent certified accountant or caused other financial professional satisfactory to the Trustee, and if the Issuer shall also pay or cause to be paid all other sums payable hereunder thereunder by the CompanyIssuer, then this Indenture shall cease to be of further effect (except as to (i) remaining rights of registration of transfer, substitution and exchange and conversion of Securities, (ii) rights thereunder of such holders of Securities to receive payments of principal of and premium, if any, and interest on, such Securities and the other rights, duties and obligations of holders of such Securities, as beneficiaries hereof with respect to the amounts, if any, so deposited with the Trustee and (iii) the rights, obligations and immunities of the Trustee hereunder), and the Trustee, on written demand of the Issuer accompanied by an Officer’s Certificate and an Opinion of Counsel as required by Section 11.05 and at the cost and expense of the Issuer, shall execute proper instruments acknowledging satisfaction of and discharging this Indenture; andthe Issuer, however, hereby agrees to reimburse the Trustee for any costs or expenses thereafter reasonably and properly incurred by the Trustee and to compensate the Trustee for any services thereafter reasonably and properly rendered by the Trustee in connection with this Indenture or the Securities.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided forfor in this Indenture), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either: (iA) all Securities theretofore previously authenticated and delivered (other than (xi) Securities which have been destroyed, lost lost, or stolen and which have been replaced or paid as provided in Section 3.06 3.6 and (yii) Securities for whose payment money has theretofore previously been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore previously delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose cash or U.S. Government Obligations or a combination thereof in an amount (without consideration of any reinvestment of interest) sufficient to pay and discharge the entire indebtedness on such Securities not theretofore previously delivered to the Trustee for cancellationcancellation (other than Securities which have been destroyed, lost, or stolen and which have been replaced or paid as provided in Section 3.6), for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the CompanyCompany under this Indenture; and (3) the Company has delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent provided for in this Indenture relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.7, the obligations (if any) of the Trustee to any Authenticating Agent under Section 6.14 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (i) of this Section, the obligations of the Trustee under Section 4.2 and the last paragraph of Section 10.3 shall survive. In the event there are Securities of two or more series under this Indenture, the Trustee shall be required to execute an instrument acknowledging satisfaction and discharge of this Indenture only if requested to do so with respect to Securities of all series as to which it is Trustee and if the other conditions of such Securities arc met. In the event there are two or more Trustees under this Indenture, then the effectiveness of any such instrument shall be conditioned upon receipt of such instruments from all such Trustees. The Trustee, Securities Registrar and the Transfer Agent shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer or exchange imposed under the Indenture or under applicable law with respect to any transfer or exchange of any interest in any note (including any transfers between or among participants or other beneficial owner of interests in any Global Security) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of this Indenture, and to examine the same to determine substantial compliance as to form with the express requirement hereof.

Satisfaction and Discharge of Indenture. This Indenture If at any time IRSA PC shall upon Company Request cease have paid or caused to be paid the principal of further effect and interest (except as to any surviving rights of registration of transfer or exchange of including Additional Amounts) on all the Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities theretofore authenticated and delivered Outstanding hereunder (other than (x) Securities which that have been destroyed, lost or stolen and which that have been replaced or paid as provided in Section 3.06 2.11) as and (y) Securities for whose payment money has theretofore been deposited in trust when the same shall have become due and payable, or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) IRSA PC shall have been delivered to the Trustee for cancellation; or cancellation all Securities theretofore authenticated (ii) other than any Securities that shall have been destroyed, lost or stolen and that shall have been replaced or paid as provided in Section 2.11 or all such the Securities not theretofore delivered to the Trustee for cancellation (A) cancellation shall have become due and payable, or (B) will or are by their terms to become due and payable at their Stated Maturity within one year, or (C1) year or are to be called for redemption within one (1) year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the nameredemption, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above has IRSA PC shall have irrevocably deposited or caused to be deposited with the Trustee as trust funds the entire amount in trust for cash (other than moneys repaid by the purpose an amount Trustee or any Paying Agent to IRSA PC in accordance with Section 9.3 or 9.4) sufficient to pay at maturity or upon redemption all Securities (other than any Securities that shall have been destroyed, lost or stolen and discharge the entire indebtedness on such Securities that shall have been replaced or paid as provided in Section 2.11) not theretofore delivered to the Trustee for cancellation, for principal, including principal and any premium interest (including Additional Amounts) due or interest, to the become due on or prior to such date of such deposit (in the case of Securities which have become due and payable) maturity or to the Stated Maturity or Redemption Dateredemption, as the case may be; (b) the Company has paid , and if, in any such case, IRSA PC shall also pay or caused cause to be paid all other sums payable hereunder by IRSA PC with respect to the CompanySecurities, then this Indenture shall cease to be of further effect (except as to (i) rights of registration of transfer, exchange and replacement of Securities, and IRSA PC’s right of optional redemption, if any, (ii) substitution of mutilated, defaced, destroyed, lost or stolen Securities, (iii) rights of Holders to receive payments of principal thereof and interest thereon (including Additional Amounts), and remaining rights of the Holders to receive mandatory sinking fund payments, if any, (iv) the rights, protections, indemnities, obligations and immunities of the Trustee, each of the Agents and the Representative of the Trustee in Argentina hereunder and the obligations of IRSA PC with respect thereto (v) the rights of the Securityholders as beneficiaries hereof with respect to the property so deposited with the Trustee payable to all or any of them), and the Trustee, on written demand of IRSA PC accompanied by an Officer’s Certificate and an Opinion of Counsel and at the cost and expense of IRSA PC, shall execute instruments acknowledging such satisfaction of and discharging this Indenture; andprovided that the rights of Holders of the Securities to receive amounts in respect of principal of and interest on the Securities held by them shall not be delayed longer than required by then-applicable mandatory rules or policies of any securities exchange upon which the Securities are listed. IRSA PC agrees to reimburse the Trustee for any costs or expenses thereafter reasonably incurred (including reasonable fees and expenses of counsel) and to compensate the Trustee for any services thereafter rendered by the Trustee in accordance with the terms of this Indenture or the Securities. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of IRSA PC to the Trustee, the Agents and the Representative of the Trustee in Argentina under Sections 1.2, 3.4(b), 5.6, 5.13, 5.14 and 11.5 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities theretofore authenticated and delivered (other than (xA) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yB) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to will be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on evidenced by such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (c) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07 and, if money shall have been deposited with the Trustee pursuant to subclause (ii) of Clause (a) of this Section, the obligations of the Trustee under Section 4.02 and the last paragraph of Section 10.03 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities Convertible Debentures herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities Convertible Debentures theretofore authenticated and delivered (other than (xA) Securities Convertible Debentures which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 306 and (yB) Securities Convertible Debentures for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or (ii) all such Securities Convertible Debentures not theretofore delivered to the Trustee for cancellation (A) cancellation have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above Company has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities Convertible Debentures not theretofore delivered to the Trustee for cancellation, for principalprincipal and interest (including Additional Payments, and any premium or interest, if any) to the date of such deposit (in the case of Securities Convertible Debentures which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be, along with, if requested by the Trustee, an accountant's (or investment or commercial bank's) certificate stating such funds are sufficient to pay principal and interest on the Convertible Debentures when and as due; (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (c) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 607 and, if money shall have been deposited with the Trustee pursuant to subclause (ii) of Clause (a) of this Section, the obligations of the Trustee under Section 402 and the last paragraph of Section 1003 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities herein expressly provided forfor and except as further provided below), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 2.7 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation, (Ai) have become due and payable, or, (Bii) will become due and payable at their Stated the Final Maturity Date within one year, or (Ciii) are to be called for redemption within one year under arrangements reasonably satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, Company and the Company, in the case of (A), (B) or (C) above Company has irrevocably deposited or caused to be irrevocably deposited cash with the Trustee or a Paying Agent (other than the Company or any of its Affiliates) as trust funds in trust for the purpose of and in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Final Maturity Date or Redemption Date, as the case may be. In the event that the Company exercises its right to redeem the Securities as provided in Article 3, the Company shall have the right to withdraw its funds previously deposited with the Trustee or Paying Agent pursuant to the immediately preceding sentence; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 9.7 shall survive and, if money shall have been deposited with the Trustee pursuant to subclause (B) of clause (1) of this Section, the provisions of Sections 2.3, 2.4, 2.5, 2.6, 2.7, 2.12 and 12.5, Articles 3 and 4, the last paragraph of Section 6.2 and this Article 10, shall survive until the Securities have been paid in full.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 306 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose money in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein provisions expressly provided forfor herein), and the TrusteeTrustee upon such Company Request, at the expense of the CompanyIssuer, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, which instruments shall be reasonably requested by the Issuer, when (a) either (i) all Securities theretofore authenticated and delivered (other than (xA) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yB) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company Issuer and thereafter repaid to the Company Issuer or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee Security Registrar for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee Security Registrar for cancellation (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be have been called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the CompanyIssuer, and the CompanyIssuer, in the case of (A), (B) or (C) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company Issuer has paid or caused to be paid all other sums payable hereunder by the CompanyIssuer; and (c) the Issuer has delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Issuer to the Trustee (acting in any capacity under this Indenture) under Section 6.07, and, if money shall have been deposited with the Trustee pursuant to subclause (ii) of Clause (a) of this Section, the obligations of the Trustee under Section 4.02 and the last paragraph of Section 10.03 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when If (a) either (i) the Company shall deliver to the Trustee for cancellation all Securities of any series theretofore authenticated and delivered (other than (x) any Securities of such series which shall have been destroyed, lost or stolen and which shall have been replaced or paid as provided in Section 3.06 2.07) and not theretofore cancelled, or (yb) all the Securities for whose payment money has of such series not theretofore been deposited in trust cancelled or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation (A) cancellation shall have become due and payable, or (B) will or are by their terms to become due and payable at their Stated Maturity within one year, or (C) year or are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Companyredemption, and the Company, in the case of (A), (B) or (C) above has deposited or caused to be deposited Company shall deposit with the Trustee as trust funds in trust for the purpose an entire amount sufficient to pay and discharge the entire indebtedness on at Maturity or upon redemption all of such Securities not theretofore cancelled or delivered to the Trustee for cancellation, for principal, including principal and any premium interest due or interest, to the become due to such date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Dateredemption date, as the case may be; (b) , and if in either case the Company has paid shall also pay or caused cause to be paid all other sums payable hereunder by the Company with respect to Securities of such series, then this Indenture shall cease to be of further effect with respect to Securities of such series, (except as to (i) remaining rights of registration of transfer, conversion, substitution and exchange and the Company; and's right of optional redemption of Securities of such series, (ii) rights hereunder of holders to receive payments of principal of, and any interest on, the Securities of such series, and other rights, duties and obligations of the holders of Securities of such series as beneficiaries hereof with respect to the amounts, if any, so deposited with the Trustee, and (iii) the rights, obligations and immunities of the Trustee hereunder), and the Trustee, on demand of the Company, and at the cost and expense of the Company, shall execute proper instruments acknowledging satisfaction of and discharging this Indenture. The Company hereby agrees to compensate the Trustee for any services thereafter reasonably and properly rendered and to reimburse the Trustee for any costs or expenses theretofore and thereafter reasonably and properly incurred by the Trustee in connection with this Indenture or the Securities of such series. Notwithstanding the satisfaction and discharge of this Indenture with respect to the Securities of any or all series, the obligations of the Company to the Trustee under Section 7.06 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), ) and the Trustee, Trustee at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when: (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 306 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation: (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one yearyear of the date of deposit, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds funds: (A) money in trust for an amount; (B) Government Obligations which through the purpose scheduled payment of principal and interest in respect thereof in accordance with their terms will provide, not later than one day before the due date of any payment, money in an amount sufficient amount; or (C) a combination thereof, in each case sufficient, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee of such series (but such opinion need only be delivered if Government Obligations have been so deposited), to pay and discharge, and which shall be applied by the Trustee, to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the Government Obligations deposited pursuant to Section 401 or the principal and interest received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of Outstanding Securities. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 607 and the preceding paragraph, the obligations of the Company to any Authenticating Agent under Section 614 and, if money and/or Government Obligations shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 402 and the last paragraph of Section 1003 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company the Issuers’ Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the CompanyIssuers, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company Issuers and thereafter repaid to the Company Issuers or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the CompanyIssuers, and the CompanyIssuers, in the case of (Ai), (Bii) or (Ciii) above has above, have deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity Date or Redemption Date, as the case may be; (b2) the Company has Issuers have paid or caused to be paid all other sums payable hereunder by the CompanyIssuers; and (3) the Issuers have delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Issuers to the Trustee under Section 6.07, and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 4.02 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. (a) This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein Debentures expressly provided forfor herein), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when: (a1) either: (iA) all Securities Debentures theretofore authenticated and delivered (other than (xi) Securities Debentures which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 2.07 and (yii) Securities Debentures for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.038.04) have been delivered to the Trustee for cancellation; or (iiB) all such Securities Debentures not theretofore delivered to the Trustee for cancellation: (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity stated maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, Company in the case of (Ai), (Bii), and (iii) or (C) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount of money or U.S. Government Obligations sufficient to pay and discharge the entire indebtedness on such Securities Debentures not theretofore delivered to the Trustee for cancellation, for principal, Principal and any premium or interest, interest to the date of such deposit (in the case of Securities Debentures which have become due and payable) or to the Stated Maturity stated maturity or Redemption Dateredemption date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. (b) Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Holders under Section 4.01, to the Trustee under Section 7.07, and, if money or U.S. Government Obligations shall have been deposited with the Trustee pursuant to subclause (B) of clause (1) of this Section, the obligations of the Trustee under Section 8.02 shall survive.

Satisfaction and Discharge of Indenture. This Indenture (including the Issuer and the Company’s obligations hereunder) shall upon Company Issuer Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for)effect, and the TrusteeTrustees, at the expense of the CompanyIssuer, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when: (a) either (i) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.6 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company Issuer and thereafter repaid to the Company Issuer or discharged from such trust, as provided in Section 10.0311.3) have been delivered to the Trustee Trustees for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee Trustees for cancellation (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee Trustees for the giving of notice of redemption by the Trustee Trustees in the name, and at the expense, of the CompanyIssuer, and the CompanyIssuer, in the case of (A), (B) or (C) above above, has deposited or caused to be deposited with the Trustee Trustees as trust funds in trust for the purpose money in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee Trustees for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company Issuer has paid or caused to be paid all other sums payable hereunder by the CompanyIssuer; and (c) the Issuer has delivered to the Trustees an Officer’s Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the issuance of temporary Securities provided for in Section 3.4, the rights of registration of transfer or exchange of Securities provided for in Section 3.5, the provisions of Section 3.6, the indemnity provided in the last paragraph of Section 7.5, the obligations of the Issuer to the Trustees under Section 7.10, the obligations of the Trustees to any Authenticating Agent under Section 7.17 and, if money shall have been deposited with the Trustees pursuant to subclause (ii) of section (a) above, the obligations of the Trustees under Section 4.2 and the last paragraph of Section 11.3 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 306 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient (without reinvestment) to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture pursuant to this Article Four, the obligations of the Company to the Trustee under Section 607, the obligations of the Company to any Authenticating Agent under Section 614 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 402, the last paragraph of Section 1003 and the provisions of Section 303, 305, 306 and 311 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect with respect to Securities and any related Guarantees of or within any series (except as to any surviving rights of registration of transfer or exchange of such Securities and replacement of such Securities which may have been lost, stolen or mutilated as herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this IndentureIndenture and any related Guarantees with respect to such Securities and any related Guarantees, when (a1) either (iA) all such Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.6 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Trustee or the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the CompanyCompany or the Guarantors, if applicable, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose money in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest and any Additional Amounts to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company or the Guarantors, if applicable, has paid or caused to be paid all other sums payable hereunder by the CompanyCompany with respect to the Outstanding Securities of such series; (3) the Company has complied with any other conditions specified pursuant to Section 3.1 to be applicable to the Outstanding Securities of such series; and (4) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture as to such Securities and any related Guarantees have been complied with. If any Outstanding Securities of such series are to be redeemed prior to their Stated Maturity, whether pursuant to any optional redemption provisions or in accordance with any mandatory sinking fund requirement, the trust agreement evidencing the trust referred to in subclause (B) of clause (1) of Section 4.1 shall provide therefore and the Company shall make such arrangements as are satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.7, the obligations of the Trustee to any Authenticating Agent under Section 6.14 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of clause (1) of this Section, the obligations of the Trustee under Section 4.2 and the last paragraph of Section 10.3 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.6 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.7, the obligations of the Company to any Authenticating Agent under Section 6.14 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of clause (1) of this Section, the obligations of the Trustee under Section 4.2 and the last paragraph of Section 10.3 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request be discharged and shall cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein as expressly provided for)for herein) as to all Outstanding Securities hereunder, and the Trustee, upon Company Request and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i1) all the Securities theretofore authenticated and delivered (other than except (xi) lost, stolen or destroyed Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and 308 or (yii) all Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, trust as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or (ii2) all such Securities not theretofore delivered to the Trustee for cancellation cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or year or (Ciii) are to be called for redemption within one year under arrangements reasonably satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, ; and the Company, in the case of (A), (B) Company or (C) above any Guarantor has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount in United States dollars sufficient (as calculated by the Company) to pay and discharge the entire indebtedness Indebtedness on such the Securities not theretofore delivered to the Trustee for cancellation, for principalincluding the principal of, premium, if any, and any premium or interestaccrued interest on, to the date of such deposit (in the case of Securities which have become due and payable) or to the at such Maturity, Stated Maturity or Redemption Date, as the case may be; (b) the Company or any Guarantor has paid or caused to be paid all other sums payable hereunder by the CompanyCompany and any Guarantor; and (c) the Company has delivered to the Trustee an Officers’ Certificate and an Opinion of Independent Counsel, in form and substance reasonably satisfactory to the Trustee, each stating that (i) all conditions precedent herein relating to the satisfaction and discharge hereof have been complied with and (ii) such satisfaction and discharge will not result in a breach or violation of, or constitute a default under, this Indenture or any other material agreement or instrument to which the Company, any Guarantor or any Restricted Subsidiary is a party or by which the Company, any Guarantor or any Restricted Subsidiary is bound. Notwithstanding the satisfaction and discharge hereof, the obligations of the Company to the Trustee under Section 607 and, if United States dollars shall have been deposited with the Trustee pursuant to subclause (2) of subsection (a) of this Section 1201, the obligations of the Trustee under Section 1202 and the last paragraph of Section 1003 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion or of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07, and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 4.02 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07, and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 4.02 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities Notes herein expressly provided for), and the Trustee, on demand of and at the expense of the CompanyIssuers, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (ia) all Securities Notes theretofore authenticated and delivered (other than (xi) Securities Notes which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 2.07 and (yii) Securities Notes for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company Issuers and thereafter repaid to the Company Issuers or discharged from such trust, as provided in Section 10.03,) have been delivered to the Trustee for cancellation; or (iib) all such Securities Notes not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the CompanyIssuers, and the CompanyIssuers, in the case of (Ai), (Bii) or (Ciii) above has above, have deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities Notes not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities Notes which have become due and payable) or to the Stated Maturity maturity or Redemption Dateredemption thereof, as the case may be; (b2) the Company has Issuers have paid or caused to be paid all other sums payable hereunder by the CompanyIssuers; and (3) each of the Issuers has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture pursuant to this Article 11, the obligations of the Issuers to the Trustee under Section 7.07, and, if money shall have been deposited with the Trustee pursuant to subclause (b) of clause (1) of this Section, the obligations of the Trustee under Section 11.02 shall survive.

Satisfaction and Discharge of Indenture. This Indenture (including the Issuer and Company’s obligations hereunder) shall upon Company Issuer Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for)effect, and the TrusteeTrustees, at the expense of the CompanyIssuer, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when: (a) either (i) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.6 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company Issuer and thereafter repaid to the Company Issuer or discharged from such trust, as provided in Section 10.0311.3) have been delivered to the Trustee Trustees for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee Trustees for cancellation (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee Trustees for the giving of notice of redemption by the Trustee Trustees in the name, and at the expense, of the CompanyIssuer, and the CompanyIssuer, in the case of (A), (B) or (C) above above, has deposited or caused to be deposited with the Trustee Trustees as trust funds in trust for the purpose money in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee Trustees for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company Issuer has paid or caused to be paid all other sums payable hereunder by the CompanyIssuer; and (c) the Issuer has delivered to the Trustees an Officer’s Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the issuance of temporary Securities provided for in Section 3.4, the rights of registration of transfer or exchange of Securities provided for in Section 3.5, the provisions of Section 3.6, the indemnity provided in the last paragraph of Section 7.5, the obligations of the Issuer to the Trustees under Section 7.9, the obligations of the Trustees to any Authenticating Agent under Section 7.16 and, if money shall have been deposited with the Trustees pursuant to subclause (ii) of section (a) above, the obligations of the Trustees under Section 4.2 and the last paragraph of Section 11.3 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or; (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited irrevocably with the Trustee as trust funds in trust for the purpose benefit of Holders of Outstanding Securities in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal and premium, if any (including the Make-Whole Payment, if any), and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with; and (4) no Event of Default which, with notice or lapse of time, or both, would become an Event of Default with respect to the Securities shall have occurred and be continuing on the date of such deposit.

Satisfaction and Discharge of Indenture. This Indenture shall shall, upon Company Request Request, cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), for and as otherwise provided in this Section 4.1) and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities theretofore authenticated and delivered (other than (xA) Securities which that have been mutilated, destroyed, lost or stolen and which that have been replaced or paid as provided in Section 3.06 3.6 and (yB) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, trust as provided in Section 10.0310.2) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation (A) cancellation have become due and payable, or (B) or will become due and payable at their Stated Maturity within one yearyear of the date of deposit, or (C) or are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of subclause (Aii)(A), (B) or (C) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the such purpose (x) an amount sufficient in the currency or currencies in which the Securities are payable, (y) Government Obligations which through the scheduled payment of principal and interest in respect thereof in accordance with their terms will provide, not later than the due date of any payment, money in an amount or (z) a combination thereof, in each case sufficient, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest (including any Additional Interest) to the date of such deposit (in the case of Securities which that have become due and payable) or to the Stated Maturity (or any date of principal repayment upon early maturity) or Redemption Date, as the case may be; (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (c) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.6, the obligations of the Company to any Authenticating Agent under Section 6.11 and, if money shall have been deposited with the Trustee pursuant to subclause (a)(ii) of this Section 4.1, the obligations of the Trustee under Section 4.2 and Section 10.2(e) shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) 4.1.1 either (i) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.5 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation (Aa) have become due and payable, or (Bb) will become due and payable at their Stated Maturity within one year, or (Cc) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (Bi) or (Cii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity Maturity, Redemption Date or Redemption Repurchase Date, as the case may be; (b) 4.1.2 the Company has paid or caused to be paid all other sums payable hereunder by the Company; and 4.1.3 the Company has delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.7, the obligations of the Company to any Authenticating Agent under Section 6.14 and, if money shall have been deposited with the Trustee pursuant to subclause (ii) of Clause 4.1.1 of this Section, the obligations of the Trustee under Section 4.2 and the last paragraph of Section 10.3 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities Debentures herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities Debentures theretofore authenticated and delivered (other than (xi) Securities Debentures which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.5, and (yii) Securities Debentures for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee cancelled or for cancellation; or (iiB) all such Securities Debentures not theretofore delivered to the Trustee cancelled or for cancellation (Ai) have become due and payablepayable at their Maturity, or (Bii) will become due and payable at their Stated Maturity within one 1 year, or (Ciii) are to be called for redemption within one 1 year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, expense of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities Debentures not theretofore delivered to the Trustee cancelled or for cancellation, for principal, principal and any premium or interest, interest to the date of such deposit (in the case of Securities Debentures which have become due and payable) ), or to the Stated Maturity or Redemption DateMaturity, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officer's Certificate and an Opinion of Counsel each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.7 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, on demand of and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 306 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company Issuer and thereafter repaid to the Company Issuer or discharged from such trust, as provided in Section 10.03405) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the CompanyIssuer, and the CompanyIssuer, in the case of (Ai), (Bii) or (Ciii) above above, has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the such purpose Money in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company Issuer has paid or caused to be paid all other sums payable hereunder by the CompanyIssuer, including amounts owing to the Trustee; and (3) the Issuer has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Issuer to the Trustee under Section 607, the obligation of the Trustee to any Authenticating Agent under Section 614 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of clause (1) of this Section, the obligations of the Trustee under Sections 403 and 405 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities theretofore authenticated and delivered (other than (xA) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yB) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.033.15) have been delivered to the Trustee for cancellationcancelation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellationcancelation (A) have become due and payable, ; or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, ; and the Company, in the case of (A), (B) or (C) above B), has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount amount, in the currency in which such Securities are payable, sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellationcancelation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the respective Stated Maturity or Redemption Date, as the case may beMaturity; (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (c) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07, and, if money shall have been deposited with the Trustee pursuant to subclause (ii) of clause (a) of this Section, the obligations of the Trustee under Section 4.02 and the last paragraph of Section 3.15, shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall shall, upon Company Request request of the Issuer and Bermuda Holdings, cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities Senior Notes herein expressly provided for), ) and the Trustee, on demand of and at the expense of the CompanyIssuer and Bermuda Holdings, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when: (a) either: (i) all Securities Senior Notes theretofore authenticated and delivered (other than (xA) Securities Senior Notes which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 2.07 and (yB) Securities Senior Notes for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company Issuer or Bermuda Holdings and thereafter repaid to the Company Issuer or Bermuda Holdings or discharged from such trust, as provided in Section 10.032.04) have been delivered to the Trustee for cancellation; or (ii) all such Securities Senior Notes not theretofore delivered to the Trustee for cancellation, (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the CompanyIssuer, and the CompanyIssuer or Bermuda Holdings, in the case of (ASection 3.01(a)(ii)(A), (BSection 3.01(a)(ii)(B) or (CSection 3.01(a)(ii)(C) above above, has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the such purpose an amount of money or U.S. Government Obligations sufficient to pay and discharge the entire indebtedness on such Securities Senior Notes not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium and interest (and any Additional Amounts payable by the Issuer or interest, Bermuda Holdings in respect thereof) to the date of such deposit (in the case of Securities Senior Notes which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company has Issuer and Bermuda Holdings have paid or caused to be paid all other sums payable hereunder by the CompanyIssuer and Bermuda Holdings; (c) such satisfaction and discharge shall not result in a breach or violation of, or constitute a default under, this Indenture or any other material agreement or instrument to which the Issuer or Bermuda Holdings is a party or by which the Issuer or Bermuda Holdings is bound; and (d) the Issuer and Bermuda Holdings have each delivered to the Trustee an Officers' Certificate and an Opinion of Counsel stating that (1) all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with and (2) such satisfaction and discharge will not result in a breach or violation of, or constitute a default under, this Indenture or any other material agreement or instrument to which the Issuer or Bermuda Holdings, as the case may be, is a party or by which the Issuer or Bermuda Holdings, as the case may be, is bound. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Issuer to the Trustee under Section 5.06 and, if money shall have been deposited with the Trustee pursuant to this Section 3.01, the obligations of the Trustee under Sections 2.04 and 3.02 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities herein expressly provided forfor and except as further provided below), and the Trustee, on demand of and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 2.7 and (yii) Securities for whose payment money or shares of Common Stock has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid or returned to the Company or discharged from such trust, Issuer as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation cancellation (Aother than (i) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 2.7 and (ii) Securities for whose payment money or shares of Common Stock has theretofore been deposited in trust and thereafter repaid or returned to the Issuer as provided in Section 10.3) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and whether at the expenseFinal Maturity Date, or any Redemption Date or Change of the CompanyControl Purchase Date, or upon conversion or otherwise, and the Company, in the case of (A), (B) or (C) above Issuer has irrevocably deposited or caused to be irrevocably deposited cash or Common Stock, as applicable hereunder, with the Trustee or a Paying Agent (other than the Issuer or any of its Affiliates) or Conversion Agent (other than the Issuer or any of its Affiliates) as trust funds or property in trust for the purpose of and in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal and accrued and unpaid interest (including Additional Interest), and any premium or interestif any, to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be); (b2) the Company Issuer has paid or caused to be paid all other sums payable hereunder by the CompanyIssuer; and (3) the Issuer has delivered to the Trustee an Officers’ Certificate and, if the Trustee so requests, an Opinion of Counsel, each stating that all conditions precedent herein relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Issuer to the Trustee under Section 9.7 shall survive and, if money or shares of Common Stock shall have been deposited with the Trustee pursuant to subclause (B) of clause (1) of this Section, the provisions of Sections 2.3, 2.4, 2.5, 2.6, 2.7, 2.12, 3.2, 3.3, 3.4, 3.5, 3.6, 3.8, 3.9, 3.10, 3.11, 3.12 and 14.6, Articles 4 and 11, the last paragraph of Section 6.2 and this Article 10, shall survive until the Securities have been paid in full.

Satisfaction and Discharge of Indenture. This Subordinated Indenture shall upon Company Request cease to be of further effect (except as to (i) any surviving rights of registration of transfer or transfer, substitution and exchange of Securities herein expressly provided forDebentures, (ii) rights hereunder of Holders to receive payments of principal of (and premium, if any) and interest (including Additional Interest, if any) on the Debentures and other rights, duties and obligations of the Holders as beneficiaries hereof with respect to the amounts, if any, so deposited with the Trustee and (iii) the rights and obligations of the Trustee hereunder), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Subordinated Indenture, when (a) either (i) all Securities Debentures theretofore authenticated and delivered (other than (xi) Securities Debentures which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.6 and (yii) Securities Debentures for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (ii) all such Securities Debentures not theretofore delivered to the Trustee for cancellation: (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) year of the date of deposit or are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of written notice of redemption by to the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above Company has deposited or caused to be deposited with the Trustee as trust funds in trust for the such purpose an amount in the currency or currencies in which the Debentures are payable sufficient (without regard to investment of such amount deposited) to pay and discharge the entire indebtedness on such Securities the Debentures not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and interest (including any premium or interest, Additional Interest) to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company has paid or caused to be paid all other sums payable hereunder by the CompanyMaturity; andor

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 306 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company or the Guarantor and thereafter repaid to the Company or the Guarantor or discharged from such trust, as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the CompanyCompany or the Guarantor, as the case may be, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company or the Guarantor, as the case may be, has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company and the Guarantor to the Trustee under Section 607, the obligations of the Trustee to any Authenticating Agent under Section 614 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 402 and the last paragraph of Section 1003 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities Notes herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities Notes theretofore authenticated and delivered (other than (xA) Securities Notes which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.6 and (yB) Securities Notes for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (ii) all such Securities Notes not theretofore delivered to the Trustee for cancellation: (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the that purpose an amount funds sufficient to pay and discharge the entire indebtedness on such Securities Notes not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, interest to the date of such deposit (in the case of Securities Notes which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may bebe and, in the case of (B) or (C) above, has delivered to the Trustee an Opinion of Counsel stating that (1) the Company has received from, or there has been published by, the Internal Revenue Service a ruling or (2) since the date of the Indenture, there has been a change in the applicable United States Federal income tax law, in either case to the effect that, and based thereon such Opinion of Counsel shall confirm that, the Holders of the Notes will not recognize income, gain or loss for United States Federal income tax purposes as a result of such satisfaction and discharge and will be subject to United States Federal income tax on the same amounts, in the same manner and at the same times as would have been the case if such satisfaction and discharge had not occurred; (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (c) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.7 and the obligations of the Trustee to any Authenticating Agent under Section 6.13 shall survive.

Satisfaction and Discharge of Indenture. This (a) The Issuer shall be deemed to have satisfied and discharged the entire indebtedness on all the Debt Securities and, except as provided in this Section 401, this Indenture shall upon Company Request cease to be of further effect (except and, so long as to any surviving rights no Event of registration of transfer or exchange of Securities herein expressly provided for)Default shall be continuing, and the Trustee, upon Issuer Request and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging satisfaction and discharge of such indebtedness and this Indenture, when: (a1) either: (iA) all Debt Securities theretofore authenticated and delivered (other than (xi) any Debt Securities which have been mutilated, destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 305 and (yii) Debt Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company Issuer and thereafter repaid to the Company Issuer or discharged from such trust, as provided in the last paragraph of Section 10.031003) have been delivered to the Trustee for cancellation; or (iiB) with respect to all such Outstanding Debt Securities described in (A) above not theretofore so delivered to the Trustee for cancellation: (Ai) have become due and payablethe Issuer has deposited, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above has deposited or caused to be deposited deposited, with the Trustee as trust funds in trust for the purpose an amount in U.S. dollars sufficient (without consideration of any reinvestment thereof) to pay and discharge the entire indebtedness on all such Outstanding Debt Securities not theretofore delivered to the Trustee for cancellationunpaid principal (and premium, for principal, if any) and any premium or interest, to the date of such deposit (in the case of Securities which have become due and payable) or if any, to the Stated Maturity or any Redemption DateDate as contemplated by Section 402, as the case may be; or (ii) the Issuer has deposited, or caused to be deposited, with the Trustee as obligations in trust such amount of Government Obligations as will, together with the predetermined and certain income to accrue thereon (without consideration of any reinvestment thereof), be sufficient, in the opinion of a nationally recognized investment bank, appraisal firm or firm of independent public accountants, to pay and discharge when due the entire indebtedness on all the Outstanding Debt Securities for unpaid principal (and premium, if any) and interest, if any, to the Stated Maturity or any Redemption Date as contemplated by Section 402, as the case may be; or (iii) the Issuer has deposited, or caused to be deposited, with the Trustee in trust an amount equal to the amount referred to in clause (i) or (ii) in any combination of U.S. dollars or Government Obligations and has delivered an opinion of a nationally recognized investment bank, appraisal firm or firm of independent public accountants, to the Trustee verifying that such combination of funds and Government Obligations will be sufficient, in the opinion of such nationally recognized investment bank, appraisal firm or firm of independent public accountants, to pay and discharge when due the entire indebtedness on all Outstanding Debt Securities for unpaid principal (and premium, if any) and interest, if any, to the Stated Maturity or any Redemption Date as contemplated by Section 402, as the case may be, taking into account the predetermined and certain income to accrue on such Government Obligations (but without any consideration of any reinvestment thereof) and without taking consideration of any reinvestment of any such funds; (b2) the Company Issuer or either Guarantor has paid or caused to be paid all other sums payable hereunder by with respect to the CompanyDebt Securities and this Indenture; (3) the Issuer has delivered to such Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of the entire indebtedness on all Debt Securities have been complied with; (4) if the Debt Securities are not to become due and payable at their Stated Maturity within one year of the date of a deposit pursuant to Section 401(a)(1)(B) or are not to be called for redemption within one year of the date of such deposit under arrangements satisfactory to the Trustee as of the date of such deposit, then the Issuer shall have given, not later than the date of such deposit, notice of such deposit to the Holders of such Debt Securities; and (5) the Issuer has delivered to the Trustee an Opinion of Counsel to the effect that (A) the Issuer has received from, or there has been published by, the United States Internal Revenue Service a ruling, or (B) since the date of this Indenture there has been a change in applicable United States Federal income tax law, in either case to the effect that, and based upon which such Opinion of Counsel shall confirm that, the beneficial owners of Debt Securities will not recognize income, gain or loss for United States federal income tax purposes as a result of such deposit, satisfaction and discharge and will be subject to United States federal income tax on the same amount and in the same manner and at the same time as would have been the case if such deposit, satisfaction and discharge had not occurred.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be Termination of further effect (except as to --------------------------------------- Indenture. If at any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when time after (a) either the Owner Trustee shall have paid or caused to be paid the principal of and interest on all the Equipment Notes outstanding hereunder, as and when the same shall have become due and payable and provided that there shall be no Secured Obligations due to the Indenture Indemnitees, or (ib) the Owner Trustee shall have delivered to the Indenture Trustee for cancellation all Securities Equipment Notes theretofore authenticated and delivered (other than (x) Securities any Equipment Notes which shall have been destroyed, lost or stolen and which shall have been replaced or paid as provided in Section 3.06 and (y) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust2.07 hereof), as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are then this Indenture shall cease to be called for redemption within one year under arrangements satisfactory to of further effect, and the Indenture Trustee, on demand of the Owner Trustee for the giving of notice of redemption by the Trustee in the name, and at the expensecost and expense of the Owner Trustee, shall execute proper instruments acknowledging such satisfaction of and discharging this Indenture. The Owner Trustee agrees to reimburse and indemnify the Indenture Trustee for any costs or expenses thereafter reasonably and properly incurred and to compensate the Indenture Trustee for any services thereafter reasonably and properly rendered by the Indenture Trustee in connection with this Indenture or the Equipment Notes. Upon (or at any time after) payment in full to the Indenture Trustee, as trust funds, of the Companyprincipal of and interest on and Make-Whole Premium, if any, and all other amounts due hereunder and under all Equipment Notes and of any Secured Obligations owed to the Indenture Indemnitees, and provided that there shall then be no other amounts due to the Indenture Trustee hereunder or under the Participation Agreement or otherwise secured hereby, the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee an appropriate instrument releasing the Aircraft from the Lien of this Indenture and releasing the Indenture Documents from the assignment thereof hereunder, and the CompanyIndenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such release; provided, -------- however, that this Indenture and the trusts created hereby shall terminate ------- earlier and this Indenture shall be of no further force or effect upon any sale or other final disposition by the Indenture Trustee of all property forming a part of the Indenture Estate and the final distribution by the Indenture Trustee of all moneys or other property or proceeds constituting part of the Indenture Estate in the case of (A), (B) or (C) above has deposited or caused to be deposited accordance with the Trustee terms hereof. Except as trust funds aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in trust for full force and effect in accordance with the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, and any premium or interest, to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; andterms hereof.

Satisfaction and Discharge of Indenture. This --------------------------------------- Indenture shall upon Company Request be discharged and shall cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein as expressly provided for)for herein) as to all outstanding Securities hereunder, and the Trustee, upon Company Request and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either either (i1) all such Securities theretofore authenticated and delivered (other than (x) lost, stolen or destroyed Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (y) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.032.07) have been delivered to the Trustee for cancellation; or or (ii2) all such Securities not theretofore delivered to the Trustee for cancellation cancellation (Ax) have become due and payable, or (By) will become due and payable at their Stated Maturity within one year, or or (Cz) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, ; and the Company, in the case of (A), (B) Company or (C) above any Subsidiary Guarantor has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust an amount in United States dollars or direct obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by, the United States of America (or by any agency thereof to the extent such obligations are backed by the full faith and credit of the United States of America), in each case maturing prior to the date the Securities have become due and payable, the Stated Maturity of the Securities or the relevant redemption date for the purpose an amount Notes, as the case may be, sufficient to pay and discharge the entire indebtedness Indebtedness on such the Securities not theretofore delivered to the Trustee for cancellation, for principalincluding the principal of, premium, if any, and any premium or interestaccrued interest at maturity, to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may beredemption date; (b) the Company or any Subsidiary Guarantor has paid or caused to be paid all other sums payable hereunder by the CompanyCompany and any Subsidiary Guarantor; and (c) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that (i) all conditions precedent herein relating to the satisfaction and discharge hereof have been complied with and (ii) such satisfaction and discharge will not result in a breach or violation of, or constitute a default under, this Indenture or any other material agreement or instrument to which the Company, any Subsidiary Guarantor or any Subsidiary is a party or by which the Company, any Subsidiary Guarantor or any of the Company's Subsidiaries is bound. Notwithstanding the satisfaction and discharge hereof, the obligations of the Company to the Trustee under Section 7.07 and, if United States dollars shall have been deposited with the Trustee pursuant to subclause (2) of subsection (a) of this Section 13.01, the obligations of the Trustee under Section 13.02 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request be discharged and shall cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein as expressly provided for)for herein) as to all Outstanding Securities hereunder, and the Trustee, upon Issuer Request and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i1) all the Securities theretofore authenticated and delivered (other than (xi) lost, stolen or destroyed Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and 308 or (yii) all Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Issuer or the Company and thereafter repaid to the Issuer or the Company or 117 discharged from such trust, trust as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or (ii2) all such Securities not theretofore delivered to the Trustee for cancellation cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or year or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, Company and the Company, in Issuer; and the case of (A), (B) Issuer or (C) above any Guarantor has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount in Euro or European Government Obligations sufficient to pay and discharge the entire indebtedness Indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalincluding the principal of, premium, if any, any Additional Amounts and any premium or interestaccrued interest on, to the date of such deposit (in the case of Securities which have become due and payable) or to the at such Maturity, Stated Maturity or Redemption Date, as the case may be; (b) the Company Issuer or any Guarantor has paid or caused to be paid all other sums payable hereunder by the CompanyIssuer and any Guarantor; and (c) the Issuer or the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Independent Counsel, in form and substance reasonably satisfactory to the Trustee, each stating that (i) all conditions precedent herein relating to the satisfaction and discharge hereof have been complied with and (ii) such satisfaction and discharge will not result in a breach or violation of, or constitute a default under, this Indenture or any other material agreement or instrument to which the Issuer, any Guarantor or any Subsidiary is a party or by which the Issuer, any Guarantor or any Subsidiary is bound. Notwithstanding the satisfaction and discharge hereof, the obligations of the Issuer to the Trustee under Section 607 and, if Euro or European Government Obligations shall have been deposited with the Trustee pursuant to subclause (2) of subsection (a) of this Section 1301, the obligations of the Trustee under Section 1302 and the last paragraph of Section 1003 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and The Issuer may terminate its obligations under the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when: (a) either either (i) all the Securities theretofore of any series issued that have been authenticated and delivered have been delivered to the Trustee for cancellation (other than (x) any Securities of such series which shall have been destroyed, lost or stolen and which shall have been replaced or paid as provided in Section 3.06 and inSection 2.09); or (yii) all the Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) of any series issued that have not been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation cancellation shall have (A) have become due and payable, or or (B) will are by their terms to become due and payable at their Stated Maturity within one year, or (C) or are to be called for redemption within one year under and the Issuer shall have made irrevocable arrangements satisfactory to the Trustee for the giving of notice of redemption by the such Trustee in the Issuer’s name, and at the expense, of the Company, Issuer’s expense and the Company, in the case of (A), (B) or (C) above has Issuer have irrevocably deposited or caused to be deposited with the Trustee as trust sufficient funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such the applicable series of Securities not theretofore delivered to the Trustee for cancellation, for principal, premium, if any, and any premium or interest, interest to the date of such deposit (in the case of Securities which that have become due and payable) or to the Stated Maturity applicable maturity or Redemption Dateredemption date, as the case may be, together with irrevocable instructions from the Issuer directing the Trustee to apply such funds to the payment thereof at the applicable maturity or redemption date, as the case may be; (b) the Company has The Issuer shall have paid or caused to be paid all other sums then due and payable hereunder under the Indenture; and (c) The Issuer shall have delivered to the Trustee an Officer’s Certificate and an Opinion of Counsel each stating that all conditions precedent under the Indenture relating to the satisfaction and discharge of the indenture have been complied with. If the foregoing conditions are met, the Trustee, on demand of the Issuer accompanied by an Officer’s Certificate and an Opinion of counsel and at the cost and expense of the Issuer, shall execute proper instruments prepared by the CompanyIssuer acknowledging such satisfaction of and discharging the Indenture with respect to such series except as to: (1) rights of Holders to receive payments when due of principal thereof and interest thereon, and remaining rights of the holders to receive mandatory sinking fund payments, if any; (2) obligations of the Issuer in respect of issuing temporary Securities, registration of Securities, substitution of mutilated, defaced, destroyed, lost or stolen Securities and the maintenance of an office or agency for payment on Securities; (3) rights of registration of transfer and exchange of Securities of such series, and the Issuer’s right of optional redemption, if any; (4) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the obligations of the Issuer in connection therewith; (5) the rights of the Holders of such series as beneficiaries hereof with respect to the property so deposited with the Trustee payable to all or any of them; (6) the defeasance provisions of Section 9.02; and (7) the rights of the Issuer to be repaid any money pursuant to Sections 9.05 and 9.06.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request be discharged and shall cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein as expressly provided for)for herein) as to all Outstanding Securities hereunder, and the Trustee, upon Company Request and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either either (i1) all the Securities theretofore authenticated and delivered (other than (xi) lost, stolen or destroyed Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and 308 or (yii) all Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, trust as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or cancellation or (ii2) all such Securities not theretofore delivered to the Trustee for cancellation cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and ; (b) the Company, in the case of (A), (B) Finance Corp. or (C) above any Guarantor has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount in United States dollars sufficient to pay and discharge the entire indebtedness on such the Securities not theretofore delivered to the Trustee for cancellation, for principalincluding principal of, premium, if any, and any premium or interestaccrued interest on, to the date of such deposit (in the case of Securities which have become due and payable) or to the at such Maturity, Stated Maturity or Redemption Date, as the case may be; (bc) the Company Company, Finance Corp. or any Guarantor has paid or caused to be paid all other sums payable hereunder by the CompanyCompany and any Guarantor; and (d) the Company and Finance Corp. have delivered to the Trustee an Officers' Certificate and an Opinion of Independent Counsel, in form and substance satisfactory to the Trustee, each stating that (i) all conditions precedent under the Indenture relating to the satisfaction and discharge hereof have been complied with and (ii) such satisfaction and discharge will not result in a breach or violation of, or constitute a default under, this Indenture or any other material agreement or instrument to which the Company, Finance Corp., any Guarantor or any Subsidiary is a party or by which the Company, Finance Corp., any Guarantor or any Subsidiary is bound. - 147 - 161 Notwithstanding the satisfaction and discharge hereof, the obligations of the Issuers to the Trustee under Section 607 and, if United States dollars shall have been deposited with the Trustee pursuant to subclause (2) of subsection (a) of this Section 1201, the obligations of the Trustee under Section 1202 and the last paragraph of Section 1003 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request be discharged and shall cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for)all Notes issued hereunder, and the Trustee, at the expense of the CompanyIssuers, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (i) all Securities theretofore authenticated and delivered (other than (x) Securities which Notes that have been destroyedauthenticated (except lost, lost stolen or stolen and which destroyed Notes that have been replaced or paid as provided in Section 3.06 and (y) Securities Notes for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03Issuers) have been delivered to the Trustee for cancellation; or (ii) all such Securities Notes that have not theretofore been delivered to the Trustee for cancellation (A) cancellation have become due and payable, or (B) payable by reason of the making of a notice of redemption or otherwise or will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) Issuers or (C) above any Subsidiary Guarantor has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust solely for the purpose an amount benefit of the Holders, cash in U.S. dollars, non-callable Government Securities, or a combination thereof, in such amounts as will be sufficient without consideration of any reinvestment of interest, to pay and discharge the entire indebtedness on such Securities the Notes not theretofore delivered to the Trustee for cancellation, cancellation for principal, premium and any premium Liquidated Damages, if any, and accrued interest to the date of maturity or interest, to redemption; (2) no Default or Event of Default shall have occurred and be continuing on the date of such deposit (or shall occur as a result of such deposit and such deposit will not result in the case of Securities a breach or violation of, or constitute a default under, any other instrument to which have become due and payable) either Issuer or to the Stated Maturity any Subsidiary Guarantor is a party or Redemption Date, as the case may beby which either Issuer or any Subsidiary Guarantor is bound; (b3) the Company has Issuers and each Subsidiary Guarantor have paid or caused to be paid all other sums payable hereunder by the Companyit under this Indenture; and (4) the Issuers have delivered irrevocable instructions to the Trustee under this Indenture to apply the deposited money toward the payment of the Notes at maturity or the redemption date, as the case may be. In addition, the Issuers must deliver an Officers’ Certificate and an Opinion of Counsel to the Trustee stating that all conditions precedent to satisfaction and discharge have been satisfied.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 306 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellationCancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, Company and the Company, in the case of (Ai), (Bii) or (Ciii) above of subclause (B) above, has deposited or caused to be deposited with the Trustee Trustee, as trust funds in trust for the purpose purpose, money in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 607, the obligations of the Company to any Authenticating Agent under Section 614 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 402 and the last paragraph of Section 1003 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities Notes herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities Notes theretofore authenticated and delivered (other than (xA) Securities Notes which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yB) Securities Notes for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; cancellation; or (ii) all such Securities Notes not theretofore delivered to the Trustee for cancellation (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose money in an amount sufficient to pay and discharge the entire indebtedness on such Securities Notes not theretofore delivered to the Trustee for cancellation, for principalprincipal or Accreted Value of (and premium, if any), as applicable, and, on or after the Extension Date, any accrued and any premium or unpaid cash interest, if any, on, such Notes to the date of such deposit (in the case of Securities Notes which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be;be; provided that with respect to a Redemption Date, if all or a portion of the Redemption Price is based on or consists of a redemption premium that is required to be calculated based on a treasury rate or other floating or adjustable rate a specified number of days prior to such Redemption Date, the Redemption Price deposited shall be sufficient for purposes of this paragraph to the extent that the Redemption Price so deposited is calculated using an amount equal to such premium computed using such treasury rate or other floating or adjustable rate as of such specified number of days preceding the date of such deposit; (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; Company; and (c) the Company has delivered to the Trustee an Officer’s Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07, the obligations of the Trustee to any Authenticating Agent under Section 6.14 and, if money shall have been deposited with the Trustee pursuant to subclause (ii) of clause (a) of this Section, the obligations of the Trustee under Section 4.02 and the last paragraph of Section 10.03 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided forfor in this Indenture), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when when (a1) either : (iA) all Securities theretofore previously authenticated and delivered (other than (xi) Securities which have been destroyed, lost lost, or stolen and which have been replaced or paid as provided in Section 3.06 3.6 and (yii) Securities for whose payment money has theretofore previously been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or or (iiB) all such Securities not theretofore previously delivered to the Trustee for cancellation cancellation (Ai) have become due and payable, or or (Bii) will become due and payable at their Stated Maturity within one year, or or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose cash or U.S. Government Obligations or a combination thereof in an amount (without consideration of any reinvestment of interest) sufficient to pay and discharge the entire indebtedness on such Securities not theretofore previously delivered to the Trustee for cancellationcancellation (other than Securities which have been destroyed, lost, or stolen and which have been replaced or paid as provided in Section 3.6), for principal, principal and any premium or interest, and interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; ; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the CompanyCompany under this Indenture; and.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange or conversion of Securities Debentures herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (1) either: (a) either (i) all Securities Debentures theretofore authenticated and delivered (other than (xi) Securities Debentures which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.6 and (yii) Securities Debentures for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.034.3) have been delivered to the Trustee canceled or for cancellationcancellation at any time after the Distribution Date; or (iib) all such Securities Debentures not theretofore delivered to the Trustee canceled or for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one (1) year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (Bi) or (Cii) above above, has deposited or caused to be deposited with the Trustee Trustee, as trust funds in trust for the purpose purpose, an amount in money or noncallable U.S. Government Obligations sufficient to pay and discharge the entire indebtedness on such Securities Debentures not theretofore delivered to the Trustee canceled or for cancellation, for principal, principal and any premium or interest, interest to the date of such deposit (in the case of Securities Debentures which have become due and payable) or to the date of redemption or the Stated Maturity or Redemption Date, as the case may beMaturity; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. However, the obligations in Article Thirteen shall survive until the Debentures are no longer outstanding. Thereafter, notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 7.7 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities theretofore authenticated and delivered (other than (xA) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.07 and (yB) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation (A) cancellation have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (Bi) or (Cii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interestinterest (and Liquidated Damages, if any), to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company has and/or the Guarantors have paid or caused to be paid all other sums payable hereunder by the CompanyCompany and/or the Guarantors; and (c) the Company has delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided that relate to the satisfaction and discharge of this Indenture have been satisfied. Notwithstanding the satisfaction and discharge of this Indenture pursuant to this Article IV, the obligations of the Company to the Trustee under Section 6.07, the Obligations of the Trustee to any Authenticating Agent under Section 6.14 and, if money has been deposited with the Trustee pursuant to subclause (ii) of clause (a) of this Section, the obligations of the Trustee under Section 4.02 and the last paragraph of Section 10.03 shall survive. The Collateral shall be released from the First Priority Liens securing the Securities Obligations, as provided by Section 13.03(b) hereof, upon a satisfaction and discharge in accordance with the provisions described in this Article IV.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) 4.1.1 either (i) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.5 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.4) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation (Aa) have become due and payable, or (Bb) will become due and payable at their Stated Maturity within one year, or (Cc) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (Bi) or (Cii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity Maturity, Redemption Date or Redemption Repurchase Date, as the case may be; (b) 4.1.2 the Company has paid or caused to be paid all other sums payable hereunder by the Company; and 4.1.3 the Company has delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company and the Guarantor to the Trustee under Section 6.7, the obligations of the Company and the Guarantor to any Authenticating Agent under Section 6.14 and, if money shall have been deposited with the Trustee pursuant to clause (ii) of Section 4.1.1, the obligations of the Trustee under Section 4.2 and Section 10.4.6 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities Debentures herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities Debentures theretofore authenticated and delivered (other than (xi) Securities Debentures which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.5, and (yii) Securities Debentures for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee cancelled or for cancellation; or (iiB) all such Securities Debentures not theretofore delivered to the Trustee cancelled or for cancellation (Ai) have become due and payablepayable at their Maturity, or (Bii) will become due and payable at their Stated Maturity within one 1 year, or (Ciii) are to be called for redemption within one 1 year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, expense of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities Debentures not theretofore delivered to the Trustee cancelled or for cancellation, for principal, principal and any premium or interest, interest to the date of such deposit (in the case of Securities Debentures which have become due and payable) ), or to the Stated Maturity or Redemption DateMaturity, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.7 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request Order cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly hereinafter provided forin this Section 9.01), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities theretofore authenticated and delivered (other than (xA) Securities which that have been destroyed, lost or stolen and which that have been replaced or paid as provided in Section 3.06 and or (yB) Securities for whose payment money has theretofore been deposited with the Trustee in trust or segregated and held in trust by the Company and thereafter repaid to the Company or otherwise discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation (A) have become due and payable, whether at Maturity or upon any Redemption Date, Conversion Date, Purchase Date or Change in Control Purchase Date or upon conversion or otherwise; or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above Company has irrevocably deposited or caused to be deposited with the Trustee as cash trust funds or, if expressly permitted by the terms of the Securities, Common Stock in trust an amount sufficient for the purpose an amount sufficient to pay of paying and discharge discharging the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalPrincipal Amount, the Redemption Price, Purchase Price, or Change in Control Purchase Price and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payablepayable on or prior to the date of such deposit) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (c) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 8.07, and, if money shall have been deposited with 50 the Trustee pursuant to clause (a) of this Section, the provisions of Sections 2.04, 2.07, 2.08, 8.01, 8.02 and 8.05 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities Notes herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities Notes theretofore authenticated and delivered (other than (xA) Securities Notes which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and (yB) Securities Notes for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; cancellation; or (ii) all such Securities Notes not theretofore delivered to the Trustee for cancellation (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose money in an amount sufficient to pay and discharge the entire indebtedness on such Securities Notes not theretofore delivered to the Trustee for cancellation, for principalprincipal of (and premium, if any) and any premium or accrued and unpaid interest, if any, on, such Notes to the date of such deposit (in the case of Securities Notes which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be;be; provided that with respect to a Redemption Date, if all or a portion of the Redemption Price is based on or consists of a redemption premium that is required to be calculated based on a treasury rate or other floating or adjustable rate a specified number of days prior to such Redemption Date, the amount deposited shall be sufficient to the extent that the amount deposited with the Trustee is equal to such redemption premium calculated as of the date of the notice of redemption, with any deficit on the Redemption Date only required to be deposited with the Trustee on or prior to the Redemption Date (it being understood that any satisfaction and discharge shall be subject to the condition subsequent that such deficit is in fact paid); (b) the Company has paid or caused to be paid all other sums payable hereunder by the Company; Company; and (c) the Company has delivered to the Trustee an Officer’s Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07, the obligations of the Trustee to any Authenticating Agent under Section 6.14 and, if money shall have been deposited with the Trustee pursuant to subclause (ii) of clause (a) of this Section, the obligations of the Trustee under Section 4.02 and the last paragraph of Section 10.03 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities herein expressly provided forfor and except as further provided below), and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (i) all Securities theretofore authenticated and delivered (other than (x) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 2.7 and (y) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation cancellation (Ax) have become due and payable, or (By) will become due and payable at their Stated the Final Maturity Date within one yearninety days, or or (Cz) are to be have been called for redemption within one year ninety days under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of clause (A), (Bi) or (Cii) above above, has irrevocably deposited or caused to be irrevocably deposited with the Trustee or a Paying Agent (other than the Company or any of its Affiliates) as trust funds in trust for the purpose cash in an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Final Maturity Date or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 9.7 shall survive and, if money shall have been deposited with the Trustee pursuant to subclause (y) of clause (1)(i) of this Section, the provisions of Sections 2.3, 2.4, 2.5, 2.6, 2.7, 2.12, 3.8, 3.9, 3.10, 3.11, 3.12, 3.13, 6.6, 6.7 and 12.5, Article 4, the last paragraph of Section 6.1 and this Article 10, shall survive until the Securities have been paid in full.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of or registration of transfer or exchange of Securities herein expressly provided for), ) and the Trustee, on written demand of and at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, whenwhen either (a) either (i) all Securities theretofore authenticated and delivered (other than (xA) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 hereof and (yB) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (iii) all such Securities not theretofore delivered to the Trustee for cancellation (A) cancellation have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) Company or (C) above any Guarantor has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount of money in dollars sufficient to pay and discharge the entire indebtedness Indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalthe principal of, premium, if any, and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may bedeposit; (bii) the Company or any Guarantor has paid or caused to be paid all other sums payable hereunder by the CompanyCompany and the Guarantors; and (iii) the Company and each of the Guarantors have delivered to the Trustee (i) irrevocable instructions to apply the deposited money toward payment of the Securities at the Stated Maturities and the Redemption Dates thereof, and (ii) an Officers' Certificate and an Opinion of Counsel each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with; provided, however, that such Opinion of Counsel may rely, as to matters of fact, upon an Officers' Certificate. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.07 and, if money shall have been deposited with the Trustee pursuant to subclause (a)(ii) of this Section 12.01, the obligations of the Trustee under Section 12.02 and the last paragraph of Section 10.03 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be Termination of further effect (except as to ------------------------------------------------------- Indenture. If at any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when time after (a) either the Owner Trustee shall have paid or caused --------- to be paid the principal of and interest and premium, if any, on all the Certificates outstanding hereunder, as and when the same shall have become due and payable, or (ib) the Owner Trustee shall have delivered to the Indenture Trustee for cancellation all Securities Certificates theretofore authenticated and delivered (other than (x) Securities any Certificates which shall have been destroyed, lost or stolen and which shall have been replaced or paid as provided in Section 3.06 and 2.07) or (yc) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or (iii) all such Securities Certificates not theretofore delivered to the Indenture Trustee for cancellation (A) cancellation shall have become due and payable, or (B) will or are by their terms to become due and payable at their Stated Maturity within one year, or (C) year or are to be called for redemption within one year under arrangements satisfactory to the Indenture Trustee for the giving of notice of redemption by the Indenture Trustee in the name, name and at the expense, expense of the CompanyOwner Trustee, and (ii) the Company, in the case of (A), (B) or (C) above has Owner Trustee shall have irrevocably deposited or caused to be deposited with the Indenture Trustee as trust funds the entire amount in trust for cash (other than moneys repaid by the purpose an amount Indenture Trustee or any paying agent to the Owner Trustee in accordance with Section 14.04) or Government Obligations maturing as to principal, premium, if any, and interest in such amounts and at such times as will insure the availability of cash sufficient to pay and discharge the entire indebtedness on at maturity all such Securities Certificates not theretofore delivered to the Indenture Trustee for cancellation, for including principal, premium, if any, and any premium interest due or interest, to the become due to such date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, maturity as the case may be; (b) , and if, in any such case, the Company has paid Owner Trustee shall also pay or caused cause to be paid all other sums then payable hereunder by the CompanyOwner Trustee, then this Indenture shall cease to be of further effect (except as to (i) rights of registration of transfer and exchange, and the Owner Trustee's right of optional redemption pursuant to Section 6.02(B), (ii) substitution of mutilated, defaced, destroyed, lost or stolen Certificates, (iii) rights of Holders to receive payments of principal thereof and interest thereon, upon the original stated due dates therefor (but not upon acceleration), (iv) the rights, obligations, indemnities and immunities of the Indenture Trustee hereunder and (v) the rights of the Holders as beneficiaries hereof with respect to the property so deposited with the Indenture Trustee payable to all or any of them), and the Indenture Trustee, on demand of the Owner Trustee accompanied by an Officers' Certificate and an Opinion of Counsel and at the cost and expense of the Owner Trustee, shall execute proper instruments acknowledging such satisfaction of and discharging this Indenture. The Owner Trustee agrees to reimburse and indemnify the Indenture Trustee for any costs or expenses thereafter reasonably and properly incurred and to compensate the Indenture Trustee for any services thereafter reasonably and properly rendered by the Indenture Trustee in connection with this Indenture or the Certificates. Upon (or at any time after) payment in full to the Indenture Trustee, as trust funds, of the principal of and interest on and premium, if any, and all other amounts due under all Certificates and provided that there shall then be -------- no other amounts due to the Holders and the Indenture Trustee hereunder or under the Participation Agreement or otherwise secured hereby, the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee an appropriate instrument releasing the Aircraft from the Lien of this Indenture and releasing the Indenture Documents from the assignment thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such release; andprovided, however, that this ----------------- Indenture and the trusts created hereby shall terminate earlier and this Indenture shall be of no further force or effect upon any sale or other final disposition by the Indenture Trustee of all property forming a part of the Indenture Estate and the final distribution by the Indenture Trustee of all moneys or other property or proceeds constituting part of the Indenture Estate in accordance with the - 77 - terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of conversion, registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, on demand of and at the expense of the Company, Company shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when: (a) either (i) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 3.6 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.0310.3) have been delivered to the Trustee for cancellation; or (ii) all such Securities not theretofore delivered to the Trustee for cancellation (A) have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), ) or (B) or (C) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption DateMaturity, as the case may be; (bC) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (D) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 6.7, the obligations of the Trustee to any Authenticating Agent under Section 6.14, rights of registration of transfer, substitution and exchange and conversion of the Securities and, if money shall have been deposited with the Trustee pursuant to Subclause (ii) of clause (a) of this Section, the obligations of the Trustee under Section 4.2 and the last paragraph of Section 10.3, shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 2.6 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.039.3) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or, (Bii) will become due and payable at their Stated Maturity within one yearsix months, or (Ciii) are to be called for redemption within one year six months under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principal, principal and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b2) the Company has paid or caused to be paid all other sums payable hereunder by the Company; and (3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Company to the Trustee under Section 5.6 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of clause (1) of this Section, the obligations of the Trustee under Section 3.2 and the last paragraph of Section 9.3 shall survive such satisfaction and discharge.

Satisfaction and Discharge of Indenture. This Indenture and the Security Documents shall upon Company Request be discharged and shall cease to be of further effect as to all Notes issued hereunder, when: (1) either: (1) all Notes that have been authenticated hereunder (except as to any surviving rights of registration of transfer lost, stolen or exchange of Securities herein expressly provided for), and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (i) all Securities theretofore authenticated and delivered (other than (x) Securities which have been destroyed, lost or stolen and which destroyed Notes that have been replaced or paid as provided in Section 3.06 and (y) Securities the Notes for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company and thereafter repaid to the Company or discharged from such trust, as provided in Section 10.03Company) have been delivered to the Trustee for cancellation; or (ii2) all such Securities Notes issued hereunder that have not theretofore been delivered to the Trustee for cancellation cancellation (Ax) have become due and payablepayable (by reason of the mailing of a notice of redemption or otherwise), or (By) will become due and payable at their Stated Maturity within one year, or year or (Cz) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the nameTrustee, and at in each such case the expense, of the Company, and the Company, in the case of (A), (B) or (C) above Company has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust solely for the purpose an amount sufficient benefit of the Holders, cash in U.S. dollars, non-callable U.S. Government Obligations, or a combination thereof, in such amounts as will be sufficient, without consideration of any reinvestment of interest, to pay and discharge the entire indebtedness on such Securities the Notes not theretofore delivered to the Trustee for cancellationcancellation for principal of, for principalpremium, if any, and any premium or interest, to the date of such deposit (in the case of Securities which have become due and payable) or accrued interest to the Stated Maturity or Redemption Date, as the case may be; (b2) no Default or Event of Default (other than resulting from the borrowing of funds to be applied to make such deposit and any similar and concurrent deposit relating to other Indebtedness and, in each case, the granting of Liens in connection therewith) will have occurred and be continuing on the date of such deposit or will occur as a result of such deposit, and such deposit will not result in a breach or violation of, or constitute a default under, any material agreement or instrument (other than this Indenture) to which the Company or any Subsidiary Guarantor is a party or by which the Company or any Subsidiary Guarantor is bound (other than resulting from the borrowing of funds to be applied to make such deposit and any similar and concurrent deposit relating to other Indebtedness and, in each case, the granting of Liens in connection therewith); (3) the Company or any Subsidiary Guarantor has paid or caused to be paid all other sums payable hereunder by it with respect to the CompanyNotes under this Indenture; and (4) the Company has delivered irrevocable instructions to the Trustee under this Indenture to apply the deposited money toward the payment of the Notes issued hereunder at Stated Maturity or the Redemption Date, as the case may be. In addition, the Company must deliver an Officer’s Certificate and an Opinion of Counsel to the Trustee, pursuant to this Section 8.5 and, if applicable, pursuant to Section 13.2 hereof, stating that all conditions precedent to satisfaction and discharge have been satisfied.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein herein, rights to payment and rights to replacement of stolen, lost or mutilated Securities expressly provided for), ) and the Trustee, on demand of and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a) either (1) (i) all the Securities theretofore authenticated and delivered (other than (x) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 and 308 or (yii) all Securities for whose payment money has United States dollars have theretofore been deposited in trust or segregated and held in trust by the Company Issuer and thereafter repaid to the Company Issuer or discharged from such trust, as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or (ii2) all such Securities not theretofore delivered to the Trustee for cancellation cancellation (Ax) have become due and payable, or (By) will become due and payable at their Stated Maturity within one year, or or (Cz) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the CompanyIssuer, and the Company, in the case of (A), (B) Issuer or (C) above any Guarantor has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount in United States dollars sufficient to pay and discharge the entire indebtedness Indebtedness on such the Securities not theretofore delivered to the Trustee for cancellation, for principalincluding the principal of, premium, if any, and any premium or interest, to the date of accrued interest at such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be; (b) the Company Issuer or any Guarantor has paid or caused to be paid all other sums payable hereunder by the CompanyIssuer or any Guarantor; and (c) the Issuer has delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel stating that (i) all conditions precedent herein relating to the satisfaction and discharge of this Indenture have been complied with and (ii) such satisfaction and discharge will not result in a breach or violation of or constitute a default under, this Indenture or any other material agreement or instrument to which the Issuer or any Guarantor is a party or by which the Issuer or any Guarantor is bound. Opinions of Counsel required to be delivered under this Section may have qualifications customary for opinions of the type required and counsel delivering such Opinions of Counsel may rely on certificates of the Issuer or government or other officials customary for opinions of the type required, including certificates certifying as to matters of fact, including that various financial covenants have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Issuer to the Trustee under Section 606 and, if United States dollars shall have been deposited with the Trustee pursuant to subclause (2) of subsection (a) of this Section, the obligations of the Trustee under Section 1202 and the last paragraph of Section 1003 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Issuer Request cease to be of further effect (except as to any surviving rights of registration of transfer or exchange of Securities herein expressly provided for), and the Trustee, on demand of and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when (a1) either (iA) all Securities theretofore authenticated and delivered (other than (xi) Securities which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 307 and (yii) Securities for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Company Issuer or the Guarantor and thereafter repaid to the Company Issuer or the Guarantor or discharged from such trust, as provided in Section 10.031003) have been delivered to the Trustee for cancellation; or (iiB) all such Securities not theretofore delivered to the Trustee for cancellation (Ai) have become due and payable, or (Bii) will become due and payable at their Stated Maturity within one year, or (Ciii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the CompanyIssuer, and the CompanyIssuer or the Guarantor, in the case of (Ai), (Bii) or (Ciii) above above, has deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount sufficient to pay and discharge the entire indebtedness on such Securities not theretofore delivered to the Trustee for cancellation, for principalprincipal (and premium, if any) and any premium or interest, interest to the date of such deposit (in the case of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may bebe (PROVIDED that any such amount to be deposited for principal, premium (if any) and interest due on a future date is determinable as provided herein when such deposit is made); (b2) the Company Issuer or the Guarantor has paid or caused to be paid all other sums payable hereunder by the CompanyIssuer and the Guarantor; and (3) the Issuer and the Guarantor have delivered to the Trustee Officers' Certificates of the Issuer and the Guarantor, respectively, and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Issuer and the Guarantor to the Trustee under Section 607, the obligations of the Trustee to any Authenticating Agent under Section 614 and, if money shall have been deposited with the Trustee pursuant to subclause (B) of Clause (1) of this Section, the obligations of the Trustee under Section 402 and the last paragraph of Section 1003 shall survive.

Satisfaction and Discharge of Indenture. This Indenture shall upon Company Request cease to be of further effect (except as to any surviving rights of or registration of transfer or exchange of Securities of any particular series herein expressly provided for), ) and the Trustee, on written demand of and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture, when: (a) either either (i) all Securities of any particular series theretofore authenticated and delivered (other than (x) Securities of any particular series which have been destroyed, lost or stolen and which have been replaced or paid as provided in Section 3.06 hereof and (y) Securities of any particular series for whose payment money has theretofore been irrevocably deposited or caused to be deposited in trust or segregated and held in trust by the Company Issuer and thereafter repaid to the Company Issuer or discharged from such trust, as provided in Section 10.03) have been delivered to the Trustee for cancellation; or or (ii) all such Securities of any particular series not theretofore delivered to the Trustee for cancellation (A) cancellation have become due and payable, or (B) will become due and payable at their Stated Maturity within one year, or (C) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Company, and the Company, in the case of (A), (B) or (C) above Issuer has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust for the purpose an amount of money in dollars sufficient to pay and discharge the entire indebtedness Indebtedness on such issue of Securities of any particular series not theretofore delivered to the Trustee for cancellation, for principalthe principal of, premium, if any, and any premium or interest, interest to the date of such deposit (in the case or maturity date of Securities which have become due and payable) or to the Stated Maturity or Redemption Date, as the case may be;redemption; and (b) the Company Issuer has paid or caused to be paid all other sums payable hereunder by the CompanyIssuer (other than amounts that could become payable under Section 4.06 or 6.07); and (c) the Issuer has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with; provided, that such Opinion of Counsel may rely, as to matters of fact, upon an Officers' Certificate. Notwithstanding the satisfaction and discharge of this Indenture, the obligations of the Issuer to the Trustee under Sections 4.06 and 6.07 and, if money shall have been deposited with the Trustee pursuant to subclause (a)(ii) of this Section 11.01, the obligations of the Trustee under Section 11.02 and the last paragraph of Section 10.03 shall survive.