Common use of Securities to be Secured in Certain Events Clause in Contracts

Securities to be Secured in Certain Events. If, upon any amalgamation or consolidation of the Corporation with or merger of the Corporation into any other corporation, or upon any conveyance, lease or transfer of all or substantially all of the properties and assets of the Corporation and its Subsidiaries, on a consolidated basis, to any Person in accordance with Section 801, any of the properties and assets of the Corporation or one or more of its Significant Subsidiaries would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 without equally and ratably securing the Securities, the Corporation, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall secure the Securities Outstanding hereunder (together with, if the Corporation shall so determine, any other indebtedness of the Corporation now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon any amalgamation such amalgamation, consolidation or consolidation statutory arrangement of the Corporation with or merger of the Corporation into any other corporation, partnership or trust or upon any conveyance, lease or transfer of all or substantially all of the properties and assets property of the Corporation and its Subsidiaries, on a consolidated basis, to any Person in accordance with Section 801other Person, any of the properties and assets Restricted Property of the Corporation or one a Restricted Subsidiary, or more of its Significant Subsidiaries any Restricted Securities owned by the Corporation immediately prior thereto, would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 without equally and ratably securing the Securities, the Corporation, prior to or simultaneously with such consolidation, amalgamation, statutory arrangement, merger, conveyance, lease or transfer, shall will, as to such Restricted Property or Restricted Securities, secure or cause such Restricted Subsidiary to secure the Securities Outstanding hereunder (together with, if the Corporation shall so determine, any other indebtedness of the Corporation now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness which upon such consolidation, amalgamation, consolidationmerger, mergerstatutory arrangement, conveyance, lease or transfer is to become secured as to such Restricted Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon any such consolidation or amalgamation or consolidation of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, lease or transfer of all the Property of the Company as an entirety or substantially all as an entirety to any other Person, any Property of the properties and assets Company or of the Corporation and its Subsidiariesany Restricted Subsidiary, on a consolidated basis, to any Person in accordance with Section 801, any of the properties and assets of the Corporation or one or more of its Significant Subsidiaries would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 without equally and ratably securing the Securities, the CorporationCompany, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, as to such Property, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Debt of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Debt which upon such consolidation, amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such Property by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 5.2 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon any amalgamation or such consolidation of the Corporation with Company with, or merger of the Corporation into Company into, any other corporation, or upon any conveyance, transfer or lease or transfer of all or substantially all of the properties and assets property of the Corporation and its Subsidiaries, on a consolidated basis, Company substantially as the entirety to any Person in accordance with Section 801other Person, any Principal Property of the properties and assets of the Corporation Company or one any Restricted Securities owned immediately prior thereto, would become or more of its Significant Subsidiaries would thereupon become be subject to any Lien, then unless such Lien could be created pursuant to Section 1006 without equally and ratably securing the Securities, the Corporation, Company prior to or simultaneously with such consolidationtransaction will, amalgamationas to such Principal Property or Restricted Securities, merger, conveyance, lease or transfer, shall secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Indebtedness of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Indebtedness which upon such amalgamation, consolidation, merger, conveyance, transfer or lease or transfer is to become secured as to such Principal Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided that, that for the purpose of providing such equal and ratable security, security the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would which, at the time of making such effective provision of such equal and ratable security, would be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any amalgamation or such consolidation of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, lease or transfer of all the property of the Company as an entirety or substantially all as an entirety to any other Person, any Principal Property of the properties and assets Company or of the Corporation and its Subsidiariesany Subsidiary, on a consolidated basis, to any Person in accordance with Section 801, any of the properties and assets of the Corporation or one or more of its Significant Subsidiaries would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 under the Indenture without equally and ratably securing the Securities, the CorporationCompany, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, as to such Principal Property, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Debt of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Debt which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such Principal Property by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any amalgamation such amalgamation, consolidation or consolidation statutory arrangement of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, lease or transfer of all or substantially all of the properties and assets property of the Corporation and its Subsidiaries, on a consolidated basis, Company to any Person in accordance with Section 801other Person, any Restricted Property of the properties and assets of Company, or any Restricted Securities owned by the Corporation or one or more of its Significant Subsidiaries Company immediately prior thereto, would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 without equally and ratably securing the Securities, the CorporationCompany, prior to or simultaneously with such consolidation, amalgamation, statutory arrangement, merger, conveyance, lease or transfer, shall will, as to such Restricted Property or Restricted Securities, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness which upon such consolidation, amalgamation, consolidationmerger, mergerstatutory arrangement, conveyance, lease or transfer is to become secured as to such Restricted Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided PROVIDED that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any amalgamation such amalgamation, consolidation or consolidation statutory arrangement of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, lease or transfer of all or substantially all of the properties and assets property of the Corporation and its Subsidiaries, on a consolidated basis, Company to any Person in accordance with Section 801other Person, any Restricted Property of the properties and assets of the Corporation or one or more of its Significant Subsidiaries Company would thereupon become subject to any LienSecurity Interest, then unless such Lien Security Interest could be created pursuant to Section 1006 without equally and ratably securing the Securities, the CorporationCompany, prior to or simultaneously with such consolidation, amalgamation, statutory arrangement, merger, conveyance, lease or transfer, shall will, as to such Restricted Property, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness which upon such consolidation, amalgamation, consolidationmerger, mergerstatutory arrangement, conveyance, lease or transfer is to become secured as to such Restricted Property by such LienSecurity Interest, or will cause such Securities to be so secured; provided PROVIDED that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any amalgamation or such consolidation of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, sale, assignment, transfer, lease or transfer of all or substantially all other disposition of the properties property and assets of the Corporation and its Subsidiaries, on a consolidated basis, Company substantially as an entirety to any Person in accordance with Section 801other Person, any of the properties and property or assets of the Corporation or one or more of its Significant Subsidiaries Company would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 the "Limitation on Liens" covenant applicable to any series of Securities without equally and ratably securing the such Securities, the CorporationCompany, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, as to such Restricted Securities, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Debt of the Corporation Company now existing or hereafter created which is not subordinate in right of payment to the Securities) equally and ratably with (or prior to) the indebtedness Debt which upon such amalgamation, consolidation, merger, conveyance, sale, assignment, transfer, lease or transfer other disposition is to become secured as to such Restricted Securities by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any amalgamation or such consolidation of the Corporation with Company with, or merger of the Corporation into Company into, any other corporationentity, or upon any conveyance, transfer or lease or transfer of all or substantially all of the properties and assets property of the Corporation and its Subsidiaries, on a consolidated basis, Company substantially as the entirety to any Person in accordance with Section 801other Person, any Principal Property of the properties and assets of the Corporation Company or one any Restricted Securities owned immediately prior thereto, would become or more of its Significant Subsidiaries would thereupon become be subject to any Lien, then unless such Lien could be created pursuant to Section 1006 without equally and ratably securing the Securities, the Corporation, Company prior to or simultaneously with such consolidationtransaction will, amalgamationas to such Principal Property or Restricted Securities, merger, conveyance, lease or transfer, shall secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Indebtedness of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Indebtedness which upon such amalgamation, consolidation, merger, conveyance, lease or transfer event is to become secured as to such Principal Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided that, that for the purpose of providing such -------- equal and ratable security, security the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would which, at the time of making such effective provision of such equal and ratable security, would be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any such consolidation or amalgamation or consolidation of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, lease or transfer of all the Property of the Company as an entirety or substantially all as an entirety to any other Person, any Property of the properties and assets Company or of the Corporation and its Subsidiariesany Restricted Subsidiary, on a consolidated basis, to any Person in accordance with Section 801, any of the properties and assets of the Corporation or one or more of its Significant Subsidiaries would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 1009 without equally and ratably securing the Securities, the CorporationCompany, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, as to such Property, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Debt of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Debt which upon such consolidation, amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such Property by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon any amalgamation or such consolidation of the Corporation with Company with, or merger of the Corporation into Company , into, any other corporation, or upon any conveyance, transfer or lease or transfer of all or substantially all of the properties and assets property of the Corporation and its Subsidiaries, on a consolidated basis, Company substantially as the entirety to any Person in accordance with Section 801other Person, any Principal Property of the properties and assets of the Corporation Company or one any Restricted Securities owned immediately prior thereto, would become or more of its Significant Subsidiaries would thereupon become be subject to any Lien, then unless such Lien could be created pursuant to Section 1006 without equally and ratably securing the Securities, the Corporation, Company prior to or simultaneously with such consolidationtransaction will, amalgamationas to such Principal Property or Restricted Securities, merger, conveyance, lease or transfer, shall secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Debt of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Debt which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such Principal Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided that, that for the purpose of providing such equal and ratable security, security the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would which, at the time of making such effective provision of such equal and ratable security, would be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any consolidation or amalgamation or consolidation of the Corporation Company or the Guarantor with or merger or arrangement of the Corporation Company or the Guarantor into any other corporationcorporation or partnership, or upon any conveyance, lease or transfer of all or substantially all of the properties and assets of the Corporation and its Subsidiaries, on a consolidated basis, Company or the Guarantor to any Person in accordance with Section 8018.1, any of the properties and or assets of the Corporation Company or one the Guarantor or more any Subsidiary of its Significant Subsidiaries the Company or the Guarantor owned immediately prior thereto, would thereupon become subject to any Lien, then then, unless such Lien could be created pursuant to Section 1006 10.6 without equally and ratably securing the Securities, the Corporation, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall secure the Securities Outstanding hereunder (together with, if the Corporation shall so determine, any other indebtedness of the Corporation now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness which upon such consolidation, amalgamation, consolidationmerger, mergerarrangement, conveyance, lease or transfer is to become secured by such Lien, the Company or the Guarantor, simultaneously with or prior to such consolidation, amalgamation, merger, arrangement, conveyance, lease or transfer, will cause such Securities to be so secured; provided provided, however, that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would would, at the time of making such effective provision provision, be due and payable pursuant to Section 502 5.2 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon any consolidation, amalgamation or consolidation statutory arrangement of the Corporation with or merger of the Corporation into any other corporationPerson, or upon any sale, conveyance, transfer or lease or transfer of all or substantially all of the properties and assets of the Corporation and its Subsidiaries, on a consolidated basis, to any Person in accordance with Section 801other Person, any of the properties property and assets of the Corporation or one or more of its Significant Subsidiaries would thereupon become subject to any LienSecurity Interest, then unless such Lien Security Interest could be created pursuant to Section 1006 10.12 without equally and ratably securing the Securities, the Corporation, Corporation prior to or simultaneously with such consolidation, amalgamation, statutory arrangement, merger, conveyance, lease transfer or transferlease, shall will secure the Outstanding Securities Outstanding hereunder (together with, if the Corporation shall so determine, any other indebtedness Indebtedness of the Corporation now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Indebtedness which upon such consolidation, amalgamation, consolidation, merger, sale, conveyance, transfer or lease or transfer is to become secured by such LienSecurity Interest, or will cause such Securities to be so secured; provided PROVIDED that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 5.2 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon any amalgamation or such consolidation of the Corporation Company or Parent with or merger of the Corporation Company or Parent into any other corporation, or upon any conveyance, lease or transfer of all the property of the Company or Parent as an entirety or substantially all of the properties and as an entirety to any other Person, any property or assets of the Corporation and its Subsidiaries, on a consolidated basis, to Company or Parent or of any Person in accordance with Section 801, any of the properties and assets of the Corporation or one or more of its Significant Subsidiaries Restricted Subsidiary would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 1009 without equally and ratably securing the Securities, the CorporationParent, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, as to such property or assets, secure the Securities Outstanding hereunder (together with, if the Corporation Parent shall so determine, any other indebtedness Debt of the Corporation Parent now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Debt which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such property or assets by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon ------------------------------------------ any amalgamation or such consolidation of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, lease or transfer of all the property of the Company as an entirety or substantially all as an entirety to any other Person, any Principal Property of the properties and assets Company or of the Corporation and its Subsidiaries, on a consolidated basis, to any Person in accordance with Section 801, Wholly-Owned Domestic Manufacturing Subsidiary (or any shares of the properties and assets stock or Debt of the Corporation or one or more of its Significant Subsidiaries any Wholly-Owned Domestic Manufacturing Subsidiary) would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 1008 without equally and ratably securing the Securities, the CorporationCompany, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, as to such Principal Property, shares of stock or Debt, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Debt of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Debt which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such Principal Property, shares of stock or Debt by such Lien, or will cause such Securities to be so secured; provided that, that for the purpose of providing such equal and ratable security, security the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any such consolidation or amalgamation or consolidation of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, lease or transfer of all the property of the Company as an entirety or substantially all of the properties and assets of the Corporation and its Subsidiaries, on a consolidated basis, as an entirety to any Person in accordance with Section 801other Person, any of the properties and assets Company's property or any property of the Corporation or one or more of its Significant Subsidiaries any Restricted Subsidiary, would thereupon become subject to any LienSecurity Interest, then unless such Lien Security Interest could be created pursuant to Section 1006 1008 without equally and ratably securing the Securities, the CorporationCompany, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, as to such property, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Indebtedness of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) to the indebtedness Indebtedness which upon such consolidation, amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such property by such LienSecurity Interest, or will cause such Securities to be so secured; provided PROVIDED that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE SUPPLEMENTAL INDENTURES

Securities to be Secured in Certain Events. If, upon any amalgamation or such consolidation of the Corporation Company or the Parent with or merger of the Corporation Company or the Parent into any other corporation, or upon any conveyance, lease or transfer of all the property of the Company or the Parent as an entirety or substantially all of the properties and as an entirety to any other Person, any property or assets of the Corporation and its Subsidiaries, on a consolidated basis, to Company or the Parent or of any Person in accordance with Section 801, any of the properties and assets of the Corporation or one or more of its Significant Subsidiaries Restricted Subsidiary would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 10.09 without equally and ratably securing the Securities, the CorporationParent, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, as to such property or assets, secure the Securities Outstanding hereunder (together with, if the Corporation Parent shall so determine, any other indebtedness Debt of the Corporation Parent now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Debt which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such property or assets by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 5.02 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon any amalgamation or consolidation of the Corporation with or merger of the Corporation into any other corporation, or upon any conveyance, lease or transfer of all or substantially all of the properties and assets of the Corporation and its Subsidiaries, on a consolidated basis, to any Person in accordance with Section 801, any of the properties and assets of the Corporation or one or more of its Significant Subsidiaries would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 1008 without equally and ratably securing the Securities, the Corporation, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall secure the Securities Outstanding hereunder (together with, if the Corporation shall so determine, any other indebtedness of the Corporation now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon any amalgamation or such consolidation of the Corporation with Company with, or merger of the Corporation into Company, into, any other corporation, or upon any conveyance, transfer or lease or transfer of all or substantially all of the properties and assets property of the Corporation and its Subsidiaries, on a consolidated basis, Company substantially as the entirety to any Person in accordance with Section 801other Person, any Principal Property of the properties and assets of the Corporation Company or one any Restricted Securities owned immediately prior thereto, would become or more of its Significant Subsidiaries would thereupon become be subject to any Lien, then unless such Lien could be created pursuant to Section 1006 without equally and ratably securing the Securities, the Corporation, Company prior to or simultaneously with such consolidationtransaction will, amalgamationas to such Principal Property or Restricted Securities, merger, conveyance, lease or transfer, shall secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Debt of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Debt which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such Principal Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided that, that for the purpose of providing such equal and ratable security, security the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would which, at the time of making such effective provision of such equal and ratable security, would be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon ------------------------------------------ any amalgamation or such consolidation of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, lease or transfer of all the property of the Company as an entirety or substantially all as an entirety to any other Person, any Principal Property of the properties and assets Company or of the Corporation and its Subsidiaries, on a consolidated basis, to any Person in accordance with Section 801, Wholly-Owned Domestic Manufacturing Subsidiary (or any shares of the properties and assets stock or Debt of the Corporation or one or more of its Significant Subsidiaries any Wholly-Owned Domestic Manufacturing Subsidiary) would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 1008 without equally and ratably securing the Securities, the CorporationCompany, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, as to such Principal Property, shares of stock or Debt, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Debt of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Debt which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such Principal Property, shares of stock or Debt by such Lien, or will cause such Securities to be so secured; provided that, that for the purpose of providing -------- such equal and ratable security, security the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any amalgamation such amalgamation, consolidation or consolidation statutory arrangement of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, lease or transfer of all or substantially all of the properties and assets property of the Corporation and its Subsidiaries, on a consolidated basis, Company to any Person in accordance with Section 801other Person, any Restricted Property of the properties and assets of Company, or any Restricted Securities owned by the Corporation or one or more of its Significant Subsidiaries Company immediately prior thereto, would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 without equally and ratably securing the Securities, the CorporationCompany, prior to or simultaneously with such consolidation, amalgamation, statutory arrangement, merger, conveyance, lease or transfer, shall will, as to such Restricted Property or Restricted Securities, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness which upon such consolidation, amalgamation, consolidationmerger, mergerstatutory arrangement, conveyance, lease or transfer is to become secured as to such Restricted Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon any such consolidation or amalgamation or consolidation of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, lease or transfer of all the property of the Company as an entirety or substantially all of the properties and assets of the Corporation and its Subsidiaries, on a consolidated basis, as an entirety to any Person in accordance with Section 801other Person, any of the properties and assets Company's property or any property of the Corporation or one or more of its Significant Subsidiaries any Restricted Subsidiary, would thereupon become subject to any LienSecurity Interest, then unless such Lien Security Interest could be created pursuant to Section 1006 1008 without equally and ratably securing the Securities, the CorporationCompany, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, as to such property, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Indebtedness of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) to the indebtedness Indebtedness which upon such consolidation, amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such property by such LienSecurity Interest, or will cause such Securities to be so secured; provided PROVIDED that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon any amalgamation or such consolidation of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, lease or transfer of all the property of the Company as an entirety or substantially all as an entirety to any other Person, any Principal Property of the properties and assets Company or of the Corporation and its Subsidiariesany Subsidiary, on a consolidated basis, to any Person in accordance with Section 801, any of the properties and assets of the Corporation or one or more of its Significant Subsidiaries would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 under the Indenture without equally and ratably securing the Securities, the CorporationCompany, prior to or simultaneously simulta neously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, as to such Principal Property, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Debt of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Debt which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such Principal Property by such Lien, or will cause such Securities to be so secured; provided PROVIDED that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall 56 be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon any amalgamation or such consolidation of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, lease or transfer of all the property of the Company as an entirety or substantially all as an entirety to any other Person, any Principal Property of the properties and assets Company or of the Corporation and its Subsidiariesany Significant Subsidiary, on a consolidated basisor any Restricted Securities owned immediately prior thereto, to any Person in accordance with Section 801, any of the properties and assets of the Corporation or one or more of its Significant Subsidiaries would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 1009 without equally and ratably securing the Securities, the CorporationCompany, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, as to such Principal Property or Restricted Securities, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Debt of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Debt which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such Principal Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any amalgamation consolidation, merger, sale, conveyance or consolidation of the Corporation with or merger of the Corporation into any other corporationlease referred to in Section 9.1, or upon any conveyanceconsolidation or merger of any Restricted Subsidiary, or upon any sale, conveyance or lease or transfer of all or substantially all the property of any Restricted Subsidiary to any other corporation, any Principal Property of the properties Company or of any Restricted Subsidiary or any shares of capital stock or indebtedness of any Restricted Subsidiary which is owned immediately after such consolidation, merger, sale, conveyance or lease by the Company or a Restricted Subsidiary or a successor to the Company pursuant to Sections 9.1 and assets of the Corporation and its Subsidiaries, on a consolidated basis, to any Person in accordance with Section 801, any of the properties and assets of the Corporation or one or more of its Significant Subsidiaries 9.3 would thereupon become subject to any Lienmortgage, then unless security interest, pledge, lien or encumbrance (other than a mortgage, security interest, pledge, lien or encumbrance in favor of the Company, a Restricted Subsidiary or any such Lien could be created pursuant to Section 1006 without equally and ratably securing the Securitiessuccessor), the CorporationCompany, prior to or simultaneously concurrently with such consolidation, amalgamation, merger, conveyancesale, lease conveyance or transferlease, shall secure will effectively provide that the Securities Outstanding hereunder shall be secured (together equally and ratably with, if the Corporation Company shall so determine, any other indebtedness of or guaranteed by the Corporation now existing Company or hereafter created which is not subordinate to a Restricted Subsidiary ranking equally with the Securities) equally by a direct lien on such Principal Property, shares of stock or indebtedness, prior to all liens other than any theretofore existing thereon, so long as such Principal Property, shares of stock or indebtedness shall be subject to such mortgage, security interest, pledge, lien or encumbrance. Notwithstanding the foregoing Sections 9.1 and ratably with (or prior to) the indebtedness which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security9.2, the principal amount Company may transfer all of Original Issue Discount Securities its property and Indexed Securities shall mean that amount which would at assets to another entity if, immediately after giving effect to the time of making transfer, such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon entity is a declaration of acceleration wholly owned Subsidiary of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed SecuritiesCompany and/or its other wholly owned Subsidiaries.

Securities to be Secured in Certain Events. If, upon any amalgamation amalgamation, consolidation or consolidation statutory arrangement of the Corporation Guarantor with or merger of the Corporation Guarantor into any other corporation, or upon any conveyance, lease or transfer of all or substantially all of the properties and assets property of the Corporation and Guarantor to any other Person, any Restricted Property of the Guarantor or its Restricted Subsidiaries, on a consolidated basisor any Restricted Securities owned by the Guarantor immediately prior thereto, to any Person in accordance with Section 801, any of the properties and assets of the Corporation or one or more of its Significant Subsidiaries would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 without equally and ratably securing the Securities, the CorporationGuarantor or such Restricted Subsidiary, prior to or simultaneously with such consolidation, amalgamation, statutory arrangement, merger, conveyance, lease or transfer, shall will, as to such Restricted Property or Restricted Securities, secure the Securities Outstanding hereunder (together with, if the Corporation Guarantor shall so determine, any other indebtedness of the Corporation Guarantor now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness which upon such consolidation, amalgamation, consolidationmerger, mergerstatutory arrangement, conveyance, lease or transfer is to become secured as to such Restricted Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided PROVIDED that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any amalgamation or such consolidation of the Corporation with Company with, or merger of the Corporation into Company into, any other corporationentity, or upon any conveyance, transfer or lease or transfer of all or substantially all of the properties and assets property of the Corporation and its Subsidiaries, on a consolidated basis, Company substantially as the entirety to any Person in accordance with Section 801other Person, any Principal Property of the properties and assets of the Corporation Company or one any Restricted Securities owned immediately prior thereto, would become or more of its Significant Subsidiaries would thereupon become be subject to any Lien, then unless such Lien could be created pursuant to Section 1006 without equally and ratably securing the Securities, the Corporation, Company prior to or simultaneously with such consolidationtransaction will, amalgamationas to such Principal Property or Restricted Securities, merger, conveyance, lease or transfer, shall secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Debt of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Debt which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such Principal Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided that, that for the purpose of providing such equal and ratable security, -------- security the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would which, at the time of making such effective provision of such equal and ratable security, would be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any consolidation, amalgamation or consolidation statutory arrangement of the Corporation with or merger of the Corporation into any other corporationPerson, or upon any sale, conveyance, transfer or lease or transfer of all or substantially all of the properties and assets of the Corporation and its Subsidiaries, on a consolidated basis, to any Person in accordance with Section 801other Person, any of the properties property and assets of the Corporation or one or more of its Significant Subsidiaries would thereupon become subject to any LienSecurity Interest, then unless such Lien Security Interest could be created pursuant to Section 1006 10.12 without equally and ratably securing the Securities, the Corporation, Corporation prior to or simultaneously with such consolidation, amalgamation, statutory arrangement, merger, conveyance, lease transfer or transferlease, shall will secure the Outstanding Securities Outstanding hereunder (together with, if the Corporation shall so determine, any other indebtedness Indebtedness of the Corporation now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Indebtedness which upon such consolidation, amalgamation, consolidation, merger, sale, conveyance, transfer or lease or transfer is to become secured by such LienSecurity Interest, or will cause such Securities to be so secured; provided PROVIDED that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 5.2 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon as a result of any amalgamation or consolidation of the Corporation Company with or merger of the Corporation into Company with any other corporationPerson, or upon any conveyance, lease or transfer of all the property of the Company as an entirety or substantially all of the as an entirety to any other Person, any properties and or assets of the Corporation and its Subsidiaries, on a consolidated basis, to any Person in accordance with Section 801, any of the properties and assets of the Corporation or one or more of its Significant Subsidiaries Company would thereupon become subject to any Liena mortgage, pledge, charge, security interest or other encumbrance securing Debt, then unless such Lien mortgage, pledge, charge, security interest or other encumbrance could be created pursuant to Section 1006 without equally and ratably securing the SecuritiesSecurities under Section 1006, the CorporationCompany or such successor Person, as the case may be, prior to or simultaneously with such amalgamation, consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, with respect to such properties or assets, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Debt of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness all such Debt which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured by as to such Lienproperties or assets, or will cause such Securities to be so secured; provided that, PROVIDED that for the purpose of providing such equal and ratable rateable or prior security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE SUPPLEMENTAL INDENTURES

Securities to be Secured in Certain Events. If, upon any amalgamation or such consolidation of the Corporation Company or Parent with or merger of the Corporation Company or Parent into any other corporation, or upon any conveyance, lease or transfer of all the property of the Company or Parent as an entirety or substantially all of the properties and as an entirety to any other Person, any property or assets of the Corporation and its Subsidiaries, on a consolidated basis, to Company or Parent or of any Person in accordance with Section 801, any of the properties and assets of the Corporation or one or more of its Significant Subsidiaries Restricted Subsidiary would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 10.09 without equally and ratably securing the Securities, the CorporationParent, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, as to such property or assets, secure the Securities Outstanding hereunder (together with, if the Corporation Parent shall so determine, any other indebtedness Debt of the Corporation Parent now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Debt which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such property or assets by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 5.02 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon any amalgamation such amalgamation, consolidation or consolidation statutory arrangement of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, lease or transfer of all or substantially all of the properties and assets property of the Corporation and its Subsidiaries, on a consolidated basis, Company to any Person in accordance with Section 801other Person, any Restricted Property of the properties and assets of Company or a Restricted Subsidiary, or any Restricted Securities owned by the Corporation or one or more of its Significant Subsidiaries Company immediately prior thereto, would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 without equally and ratably securing the Securities, the CorporationCompany, prior to or simultaneously with such consolidation, amalgamation, statutory arrangement, merger, conveyance, lease or transfer, shall will, as to such Restricted Property or Restricted Securities, secure or cause such Restricted Subsidiary to secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness which upon such consolidation, amalgamation, consolidationmerger, mergerstatutory arrangement, conveyance, lease or transfer is to become secured as to such Restricted Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon as a result of any amalgamation or consolidation of the Corporation Company with or merger of the Corporation into Company with any other corporationPerson, or upon any conveyance, lease or transfer of all the property of the Company as an entirety or substantially all of the as an entirety to any other Person, any properties and or assets of the Corporation and its Subsidiaries, on a consolidated basis, to any Person in accordance with Section 801, any of the properties and assets of the Corporation or one or more of its Significant Subsidiaries Company would thereupon become subject to any Liena mortgage, pledge, charge, security interest or other encumbrance securing Debt, then unless such Lien mortgage, pledge, charge, security interest or other encumbrance could be created pursuant to Section 1006 without equally and ratably securing the SecuritiesSecurities under Section 1006, the CorporationCompany or such successor Person, as the case may be, prior to or simultaneously with such amalgamation, consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, with respect to such properties or assets, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Debt of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness all such Debt which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured by as to such Lienproperties or assets, or will cause such Securities to be so secured; provided that, that for the purpose of providing such equal and ratable rateable or prior security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any such consolidation or amalgamation or consolidation of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, lease or transfer of all the property of the Company as an entirety or substantially all of the properties and assets of the Corporation and its Subsidiaries, on a consolidated basis, as an entirety to any Person in accordance with Section 801other Person, any of the properties and assets Company’s property or any property of the Corporation or one or more of its Significant Subsidiaries any Restricted Subsidiary, would thereupon become subject to any LienSecurity Interest, then unless such Lien Security Interest could be created pursuant to Section 1006 1008 without equally and ratably securing the Securities, the CorporationCompany, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, as to such property, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Indebtedness of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) to the indebtedness Indebtedness which upon such consolidation, amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such property by such LienSecurity Interest, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon any amalgamation or such consolidation of the Corporation Company with or merger of the Corporation Company into any other corporation, or upon any conveyance, lease or transfer of all the property of the Company as an entirety or substantially all as an entirety to any other Person, any Restricted Property of the properties and assets Company or of the Corporation and its Subsidiariesany Restricted Subsidiary, on a consolidated basisor any Restricted Securities owned immediately prior thereto, to any Person in accordance with Section 801, any of the properties and assets of the Corporation or one or more of its Significant Subsidiaries would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 1010 without equally and ratably securing the Securities, the CorporationCompany, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, shall will, as to such Restricted Property or Restricted Securities, secure the Securities Outstanding hereunder (together with, if the Corporation Company shall so determine, any other indebtedness Debt of the Corporation Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness Debt which upon such amalgamation, consolidation, merger, conveyance, lease or transfer is to become secured as to such Restricted Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.

Securities to be Secured in Certain Events. If, upon any amalgamation such amalgamation, consolidation or consolidation statutory arrangement of the Corporation with or merger of the Corporation into any other corporation, partnership or trust or upon any conveyance, lease or transfer of all or substantially all of the properties and assets property of the Corporation and its Subsidiaries, on a consolidated basis, to any Person in accordance with Section 801other Person, any of the properties and assets Restricted Property of the Corporation or one a Restricted Subsidiary, or more of its Significant Subsidiaries any Restricted Securities owned by the Corporation immediately prior thereto, would thereupon become subject to any Lien, then unless such Lien could be created pursuant to Section 1006 10.06 without equally and ratably securing the Securities, the Corporation, prior to or simultaneously with such consolidation, amalgamation, statutory arrangement, merger, conveyance, lease or transfer, shall will, as to such Restricted Property or Restricted Securities, secure or cause such Restricted Subsidiary to secure the Securities Outstanding hereunder (together with, if the Corporation shall so determine, any other indebtedness of the Corporation now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the indebtedness which upon such consolidation, amalgamation, consolidationmerger, mergerstatutory arrangement, conveyance, lease or transfer is to become secured as to such Restricted Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 5.02 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities.