Common use of Without Consent of Holders of Debt Securities Clause in Contracts

Without Consent of Holders of Debt Securities. The Company and the Trustee may amend or supplement this Indenture or the Debt Securities of any series without notice to or the consent of any Holder of a Debt Security of such series: (i) to cure any ambiguity, defect or inconsistency in this Indenture; provided that such amendments or supplements shall not materially and adversely affect the interests of the Holders of the Debt Securities of such series; (ii) to provide for the assumption of the Company’s obligations to the Holders of the Debt Securities of such series in connection with a consolidation or merger of the Company or the sale, conveyance, transfer, lease or other disposal of all or substantially all of the property and assets of the Company pursuant to Article 5; (iii) to comply with any requirements of the Commission in connection with the qualification of this Indenture under the Trust Indenture Act; (iv) to evidence and provide for the acceptance of appointment under this Indenture by a successor Trustee; (v) to add to or modify the covenants of the Company for the benefit of the Holders of all or any series of Debt Securities (and if such covenants are to be for the benefit of less than all series of Debt Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (vi) to add any additional Events of Default (and if such Events of Default are to be for the benefit of less than all series of Debt Securities, stating that such Events of Default are being included solely for the benefit of such series) or to modify any existing Events of Default in a manner that is not adverse to any Holders of Debt Securities; (vii) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Debt Securities in bearer form, registerable or not registerable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Debt Securities in uncertificated form; (viii) to establish the form or terms of Debt Securities of any series as permitted by Sections 2.01 and 3.01; or (ix) to make any change that does not materially and adversely affect the rights of any Holder of the Debt Securities of such series, provided that any change to conform the terms of the Debt Securities of such series to the description contained in this Indenture and any change to conform the terms of the Debt Securities of such series to the description thereof contained in the prospectus (as such description may be supplemented or modified by any prospectus supplement thereto) relating to such series of Debt Securities shall not be deemed to be adverse to any Holder of such Debt Securities. Upon the request of the Company accompanied by a resolution of the Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 9.06, the Trustee shall join with the Company in the execution of any amended or supplemental Indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations which may be contained therein, but the Trustee shall not be obligated to enter into such amended or supplemental Indenture which adversely affects its own rights, duties or immunities under this Indenture or otherwise. After an amendment, supplement or waiver under this Section 9.01 becomes effective, the Company shall mail to the Holders of Debt Securities of any series affected thereby a notice briefly describing any such amendment, supplement or waiver. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such amended or supplemental Indenture or waiver. Subject to Section 6.04 and Section 6.07, the Holders of a majority in aggregate principal amount of the Debt Securities of such series then outstanding may waive compliance by the Company in any particular instance with any provision of this Indenture or the Debt Securities of such series.

Without Consent of Holders of Debt Securities. The Company --------------------------------------------- Issuers and the Trustee may amend or supplement this Indenture or the Debt Securities of from time to time and at any series time, without notice to or the consent of any Holder Holders, enter into an Indenture or Indentures supplemental hereto (which shall conform to the provisions of a Debt Security the Trust Indenture Act as in force at the date of such seriesthe execution thereof) for one or more of the following purposes: (ia) to cure any ambiguity, defect or inconsistency contained herein, in this Indenture; provided that such amendments any supplemental Indenture or supplements shall not materially and adversely affect the interests of the Holders of in the Debt Securities of such series; (iib) to provide for uncertificated Debt Securities in addition to or in place of certificated Debt Securities; provided, however, that the -------- ------- uncertificated Debt Securities are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated Debt Securities are described in Section 163(f)(2)(B) of the Code; (c) to provide for the assumption of an Issuer's obligations to Holders pursuant to Article X; (d) to add guarantors with respect to the Company’s obligations Debt Securities as parties to the Indenture or to release guarantors in accordance with the provisions of any supplemental Indenture; (e) to make any changes that would provide any additional rights or benefits to the Holders of the Debt Securities or that do not, taken as a whole, adversely affect the legal rights hereunder of such series in connection with a consolidation or merger of the Company or the sale, conveyance, transfer, lease or other disposal of all or substantially all of the property and assets of the Company pursuant to Article 5any Holder; (iiif) to comply with any the requirements of the Commission in connection with to permit the qualification of this the Indenture or any Indenture supplemental hereto under the Trust Indenture Act as then in effect, except that nothing herein contained shall permit or authorize the inclusion in any Indenture supplemental hereto of the provisions referred to in Section 316(a)(2) of the Trust Indenture Act; (ivg) to evidence and or provide for the acceptance of appointment under this Indenture hereunder by a successor Trustee; (v) or separate Trustee with respect to add to or modify the covenants of the Company for the benefit of the Holders of all or any series of Debt Securities (of one or more series and if such covenants are to be for the benefit of less than all series of Debt Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (vi) to add any additional Events of Default (and if such Events of Default are to be for the benefit of less than all series of Debt Securities, stating that such Events of Default are being included solely for the benefit of such series) or to modify any existing Events of Default in a manner that is not adverse to any Holders of Debt Securities; (vii) to add to or change any of the provisions of this the Indenture to such extent as shall be necessary to permit provide for or facilitate the issuance administration of Debt Securities in bearer form, registerable or not registerable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Debt Securities in uncertificated formtrusts hereunder by more than one Trustee; (viiih) to add any additional Events of Default; (i) to make any changes in Article XIII that would limit or terminate the benefits applicable to any holder of Senior Indebtedness (or its Representatives) under Article XIII; (j) to secure the Debt Securities and/or any guarantee with respect to any Debt Securities; and (k) to establish the form or terms of the Debt Securities of any series as permitted by Sections Section 2.01 and 3.01; or (ix) to make any change that does not materially and adversely affect the rights of any Holder of the Debt Securities of such series, provided that any change to conform the terms of the Debt Securities of such series to the description contained in this Indenture and any change to conform the terms of the Debt Securities of such series to the description thereof contained in the prospectus (as such description may be supplemented or modified by any prospectus supplement thereto) relating to such series of Debt Securities shall not be deemed to be adverse to any Holder of such Debt Securities. Upon the request of the Company accompanied by a resolution of the Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 9.06, the Trustee shall join with the Company in the execution of any amended or supplemental Indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations which may be contained therein, but the Trustee shall not be obligated to enter into such amended or supplemental Indenture which adversely affects its own rights, duties or immunities under this Indenture or otherwise. After an amendment, supplement or waiver under this Section 9.01 becomes effective, the Company shall mail to the Holders of Debt Securities of any series affected thereby a notice briefly describing any such amendment, supplement or waiver. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such amended or supplemental Indenture or waiver. Subject to Section 6.04 and Section 6.07, the Holders of a majority in aggregate principal amount of the Debt Securities of such series then outstanding may waive compliance by the Company in any particular instance with any provision of this Indenture or the Debt Securities of such series2.

Without Consent of Holders of Debt Securities. The Company Issuers and the Trustee may amend or supplement this Indenture or the Debt Securities of from time to time and at any series time, without notice to or the consent of any Holder Holders, enter into an Indenture or Indentures supplemental hereto (which shall conform to the provisions of a Debt Security the Trust Indenture Act as in force at the date of such seriesthe execution thereof) for one or more of the following purposes: (ia) to cure any ambiguity, defect or inconsistency contained herein, in this Indenture; provided that such amendments any supplemental Indenture or supplements shall not materially and adversely affect the interests of the Holders of in the Debt Securities of such series; (iib) to provide for uncertificated Debt Securities in addition to or in place of certificated Debt Securities; (c) to provide for the assumption of the Companyan Issuer’s obligations to Holders pursuant to Article X; (d) to add guarantors with respect to the Debt Securities as parties to this Indenture or to release guarantors in accordance with the provisions of any supplemental Indenture; (e) to make any changes that would provide any additional rights or benefits to the Holders of the Debt Securities or that do not, taken as a whole, adversely affect the legal rights hereunder of such series in connection with a consolidation or merger of the Company or the sale, conveyance, transfer, lease or other disposal of all or substantially all of the property and assets of the Company pursuant to Article 5any Holder; (iiif) to comply with any the requirements of the Commission in connection with to permit the qualification of this Indenture or any Indenture supplemental hereto under the Trust Indenture Act as then in effect, except that nothing herein contained shall permit or authorize the inclusion in any Indenture supplemental hereto of the provisions referred to in Section 316(a)(2) of the Trust Indenture Act; (ivg) to evidence and or provide for the acceptance of appointment under this Indenture hereunder by a successor Trustee; (v) or separate Trustee with respect to add to or modify the covenants of the Company for the benefit of the Holders of all or any series of Debt Securities (of one or more series and if such covenants are to be for the benefit of less than all series of Debt Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (vi) to add any additional Events of Default (and if such Events of Default are to be for the benefit of less than all series of Debt Securities, stating that such Events of Default are being included solely for the benefit of such series) or to modify any existing Events of Default in a manner that is not adverse to any Holders of Debt Securities; (vii) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit provide for or facilitate the issuance administration of Debt Securities in bearer form, registerable or not registerable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Debt Securities in uncertificated formtrusts hereunder by more than one Trustee; (viiih) to add any additional Events of Default; (i) to make any changes in Article XIII that would limit or terminate the benefits applicable to any holder of Senior Indebtedness (or its Representatives) under Article XIII; (j) to secure the Debt Securities and/or any guarantee with respect to any Debt Securities; and (k) to establish the form or terms of the Debt Securities of any series as permitted by Sections Section 2.01 or 2.03. The Trustee is hereby authorized to join with the Issuers and 3.01; or (ix) guarantors with respect to make any change that does not materially and adversely affect the rights of any Holder of the Debt Securities of such series, provided that any change to conform the terms of the Debt Securities of such series to the description contained in this Indenture and any change to conform the terms of the Debt Securities of such series to the description thereof contained in the prospectus (as such description may be supplemented or modified by any prospectus supplement thereto) relating to such series of Debt Securities shall not be deemed to be adverse to any Holder of such Debt Securities. Upon the request of the Company accompanied by a resolution of the Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 9.06, the Trustee shall join with the Company in the execution of any amended or supplemental Indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations which may be therein contained thereinand to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such amended or supplemental Indenture which adversely affects its the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental Indenture authorized by the provisions of this Section 9.01 may be executed by the Issuers, any guarantors with respect to any Debt Securities and the Trustee without the consent of the Holders of any of the Debt Securities at the time outstanding, notwithstanding any of the provisions of Section 9.02. After an amendment, supplement or waiver amendment under this Section 9.01 becomes effective, the Company Issuers shall mail to the Holders of Debt Securities of any each series affected thereby a notice briefly describing any such amendment, supplement or waiver. Any The failure of the Company to mail give such noticenotice to all such Holders, or any defect therein, shall not in any way impair or affect the validity of any such amended or supplemental Indenture or waiver. Subject to an amendment under this Section 6.04 and Section 6.07, the Holders of a majority in aggregate principal amount of the Debt Securities of such series then outstanding may waive compliance by the Company in any particular instance with any provision of this Indenture or the Debt Securities of such series9.01.

Without Consent of Holders of Debt Securities. The Company Issuers and the Trustee may amend or supplement this Indenture or the Debt Securities of from time to time and at any series time, without notice to or the consent of any Holder Holders, enter into an Indenture or Indentures supplemental hereto (which shall conform to the provisions of a Debt Security the Trust Indenture Act as in force at the date of such seriesthe execution thereof) for one or more of the following purposes: (ia) to cure any ambiguity, defect or inconsistency contained herein, in this Indenture; provided that such amendments any supplemental Indenture or supplements shall not materially and adversely affect the interests of the Holders of in the Debt Securities of such series; (iib) to provide for uncertificated Debt Securities in addition to or in place of certificated Debt Securities; (c) to provide for the assumption of the Companyan Issuer’s obligations to Holders pursuant to Article X; (d) to add guarantors with respect to the Debt Securities as parties to this Indenture or to release guarantors in accordance with the provisions of any supplemental Indenture; (e) to make any changes that would provide any additional rights or benefits to the Holders of the Debt Securities or that do not, taken as a whole, adversely affect the legal rights hereunder of such series in connection with a consolidation or merger of the Company or the sale, conveyance, transfer, lease or other disposal of all or substantially all of the property and assets of the Company pursuant to Article 5any Holder; (iiif) to comply with any the requirements of the Commission in connection with to permit the qualification of this Indenture or any Indenture supplemental hereto under the Trust Indenture Act as then in effect, except that nothing herein contained shall permit or authorize the inclusion in any Indenture supplemental hereto of the provisions referred to in Section 316(a)(2) of the Trust Indenture Act; (ivg) to evidence and or provide for the acceptance of appointment under this Indenture hereunder by a successor Trustee; (v) or separate Trustee with respect to add to or modify the covenants of the Company for the benefit of the Holders of all or any series of Debt Securities (of one or more series and if such covenants are to be for the benefit of less than all series of Debt Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (vi) to add any additional Events of Default (and if such Events of Default are to be for the benefit of less than all series of Debt Securities, stating that such Events of Default are being included solely for the benefit of such series) or to modify any existing Events of Default in a manner that is not adverse to any Holders of Debt Securities; (vii) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit provide for or facilitate the issuance administration of Debt Securities in bearer form, registerable or not registerable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Debt Securities in uncertificated formtrusts hereunder by more than one Trustee; (viiih) to add any additional Events of Default; (i) to secure the Debt Securities and/or any guarantee with respect to any Debt Securities; and (j) to establish the form or terms of the Debt Securities of any series as permitted by Sections Section 2.01 or 2.03. The Trustee is hereby authorized to join with the Issuers and 3.01; or (ix) guarantors with respect to make any change that does not materially and adversely affect the rights of any Holder of the Debt Securities of such series, provided that any change to conform the terms of the Debt Securities of such series to the description contained in this Indenture and any change to conform the terms of the Debt Securities of such series to the description thereof contained in the prospectus (as such description may be supplemented or modified by any prospectus supplement thereto) relating to such series of Debt Securities shall not be deemed to be adverse to any Holder of such Debt Securities. Upon the request of the Company accompanied by a resolution of the Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 9.06, the Trustee shall join with the Company in the execution of any amended or supplemental Indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations which may be therein contained thereinand to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such amended or supplemental Indenture which adversely affects its the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental Indenture authorized by the provisions of this Section 9.01 may be executed by the Issuers, any guarantors with respect to any Debt Securities and the Trustee without the consent of the Holders of any of the Debt Securities at the time outstanding, notwithstanding any of the provisions of Section 9.02. After an amendment, supplement or waiver amendment under this Section 9.01 becomes effective, the Company Issuers shall mail to the Holders of Debt Securities of any each series affected thereby a notice briefly describing any such amendment, supplement or waiver. Any The failure of the Company to mail give such noticenotice to all such Holders, or any defect therein, shall not in any way impair or affect the validity of any such amended or supplemental Indenture or waiver. Subject to an amendment under this Section 6.04 and Section 6.07, the Holders of a majority in aggregate principal amount of the Debt Securities of such series then outstanding may waive compliance by the Company in any particular instance with any provision of this Indenture or the Debt Securities of such series9.01.

Without Consent of Holders of Debt Securities. The Company Issuer and the Trustee may amend or supplement this Indenture or the Debt Securities of from time to time and at any series time, without notice to or the consent of any Holder Holders, enter into an Indenture or Indentures supplemental hereto (which shall conform to the provisions of a Debt Security the Trust Indenture Act as in force at the date of such seriesthe execution thereof) for one or more of the following purposes: (ia) to cure any ambiguity, defect or inconsistency contained herein, in this Indenture; provided that such amendments any supplemental Indenture or supplements shall not materially and adversely affect the interests of the Holders of in the Debt Securities of such series; (iib) to provide for uncertificated Debt Securities in addition to or in place of certificated Debt Securities; provided, however, that the uncertificated Debt Securities are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated Debt Securities are described in Section 163(f)(2)(B) of the Code; (c) to provide for the assumption of an Issuer's obligations to Holders pursuant to Article X; (d) to add guarantors with respect to the Company’s obligations Debt Securities as parties to the Indenture or to release guarantors in accordance with the provisions of any supplemental Indenture; (e) to make any changes that would provide any additional rights or benefits to the Holders of the Debt Securities or that do not, taken as a whole, adversely affect the legal rights hereunder of such series in connection with a consolidation or merger of the Company or the sale, conveyance, transfer, lease or other disposal of all or substantially all of the property and assets of the Company pursuant to Article 5any Holder; (iiif) to comply with any the requirements of the Commission in connection with to permit the qualification of this the Indenture or any Indenture supplemental hereto under the Trust Indenture Act as then in effect, except that nothing herein contained shall permit or authorize the inclusion in any Indenture supplemental hereto of the provisions referred to in Section 316(a)(2) of the Trust Indenture Act; (ivg) to evidence and or provide for the acceptance of appointment under this Indenture hereunder by a successor Trustee; (v) or separate Trustee with respect to add to or modify the covenants of the Company for the benefit of the Holders of all or any series of Debt Securities (of one or more series and if such covenants are to be for the benefit of less than all series of Debt Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (vi) to add any additional Events of Default (and if such Events of Default are to be for the benefit of less than all series of Debt Securities, stating that such Events of Default are being included solely for the benefit of such series) or to modify any existing Events of Default in a manner that is not adverse to any Holders of Debt Securities; (vii) to add to or change any of the provisions of this the Indenture to such extent as shall be necessary to permit provide for or facilitate the issuance administration of Debt Securities in bearer form, registerable or not registerable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Debt Securities in uncertificated formtrusts hereunder by more than one Trustee; (viiih) to add any additional Events of Default; (i) to secure the Debt Securities and/or any guarantee with respect to any Debt Securities; and (j) to establish the form or terms of the Debt Securities of any series as permitted by Sections Section 2.01 and 3.01; or (ix) to make any change that does not materially and adversely affect the rights of any Holder of the Debt Securities of such series, provided that any change to conform the terms of the Debt Securities of such series to the description contained in this Indenture and any change to conform the terms of the Debt Securities of such series to the description thereof contained in the prospectus (as such description may be supplemented or modified by any prospectus supplement thereto) relating to such series of Debt Securities shall not be deemed to be adverse to any Holder of such Debt Securities. Upon the request of the Company accompanied by a resolution of the Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 9.06, the Trustee shall join with the Company in the execution of any amended or supplemental Indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations which may be contained therein, but the Trustee shall not be obligated to enter into such amended or supplemental Indenture which adversely affects its own rights, duties or immunities under this Indenture or otherwise. After an amendment, supplement or waiver under this Section 9.01 becomes effective, the Company shall mail to the Holders of Debt Securities of any series affected thereby a notice briefly describing any such amendment, supplement or waiver. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such amended or supplemental Indenture or waiver. Subject to Section 6.04 and Section 6.07, the Holders of a majority in aggregate principal amount of the Debt Securities of such series then outstanding may waive compliance by the Company in any particular instance with any provision of this Indenture or the Debt Securities of such series2.

Without Consent of Holders of Debt Securities. The Company Issuers and the Trustee may amend or supplement this Indenture or the Debt Securities of from time to time and at any series time, without notice to or the consent of any Holder Holders, enter into an Indenture or Indentures supplemental hereto (which shall conform to the provisions of a Debt Security the Trust Indenture Act as in force at the date of such seriesthe execution thereof) for one or more of the following purposes: (ia) to cure any ambiguity, defect or inconsistency contained herein, in this Indenture; provided that such amendments any supplemental Indenture or supplements shall not materially and adversely affect the interests of the Holders of in the Debt Securities of such series; (iib) to provide for uncertificated Debt Securities in addition to or in place of certificated Debt Securities; provided, however, that -------- ------- the uncertificated Debt Securities are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated Debt Securities are described in Section 163(f)(2)(B) of the Code; (c) to provide for the assumption of an Issuer's obligations to Holders pursuant to Article X; (d) to add guarantors with respect to the Company’s obligations Debt Securities as parties to the Indenture or to release guarantors in accordance with the provisions of any supplemental Indenture; (e) to make any changes that would provide any additional rights or benefits to the Holders of the Debt Securities or that do not, taken as a whole, adversely affect the legal rights hereunder of such series in connection with a consolidation or merger of the Company or the sale, conveyance, transfer, lease or other disposal of all or substantially all of the property and assets of the Company pursuant to Article 5any Holder; (iiif) to comply with any the requirements of the Commission in connection with to permit the qualification of this the Indenture or any Indenture supplemental hereto under the Trust Indenture Act as then in effect, except that nothing herein contained shall permit or authorize the inclusion in any Indenture supplemental hereto of the provisions referred to in Section 316(a)(2) of the Trust Indenture Act; (ivg) to evidence and or provide for the acceptance of appointment under this Indenture hereunder by a successor Trustee; (v) or separate Trustee with respect to add to or modify the covenants of the Company for the benefit of the Holders of all or any series of Debt Securities (of one or more series and if such covenants are to be for the benefit of less than all series of Debt Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (vi) to add any additional Events of Default (and if such Events of Default are to be for the benefit of less than all series of Debt Securities, stating that such Events of Default are being included solely for the benefit of such series) or to modify any existing Events of Default in a manner that is not adverse to any Holders of Debt Securities; (vii) to add to or change any of the provisions of this the Indenture to such extent as shall be necessary to permit provide for or facilitate the issuance administration of Debt Securities in bearer form, registerable or not registerable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Debt Securities in uncertificated formtrusts hereunder by more than one Trustee; (viiih) to add any additional Events of Default; (i) to secure the Debt Securities and/or any guarantee with respect to any Debt Securities; and (j) to establish the form or terms of the Debt Securities of any series as permitted by Sections Section 2.01 and 3.01; or (ix) to make any change that does not materially and adversely affect the rights of any Holder of the Debt Securities of such series, provided that any change to conform the terms of the Debt Securities of such series to the description contained in this Indenture and any change to conform the terms of the Debt Securities of such series to the description thereof contained in the prospectus (as such description may be supplemented or modified by any prospectus supplement thereto) relating to such series of Debt Securities shall not be deemed to be adverse to any Holder of such Debt Securities. Upon the request of the Company accompanied by a resolution of the Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 9.06, the Trustee shall join with the Company in the execution of any amended or supplemental Indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations which may be contained therein, but the Trustee shall not be obligated to enter into such amended or supplemental Indenture which adversely affects its own rights, duties or immunities under this Indenture or otherwise. After an amendment, supplement or waiver under this Section 9.01 becomes effective, the Company shall mail to the Holders of Debt Securities of any series affected thereby a notice briefly describing any such amendment, supplement or waiver. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such amended or supplemental Indenture or waiver. Subject to Section 6.04 and Section 6.07, the Holders of a majority in aggregate principal amount of the Debt Securities of such series then outstanding may waive compliance by the Company in any particular instance with any provision of this Indenture or the Debt Securities of such series2.

Without Consent of Holders of Debt Securities. The Company Issuers and the Trustee may amend or supplement this Indenture or the Debt Securities of from time to time and at any series time, without notice to or the consent of any Holder Holders, enter into an Indenture or Indentures supplemental hereto (which shall conform to the provisions of a Debt Security the Trust Indenture Act as in force at the date of such seriesthe execution thereof) for one or more of the following purposes: (ia) to cure any ambiguity, defect or inconsistency contained herein, in this Indenture; provided that such amendments any supplemental Indenture or supplements shall not materially and adversely affect the interests of the Holders of in the Debt Securities of such series; (iib) to provide for uncertificated Debt Securities in addition to or in place of certificated Debt Securities; provided, however, that the uncertificated Debt Securities are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated Debt Securities are described in Section 163(f)(2)(B) of the Code; (c) to provide for the assumption of an Issuer's obligations to Holders pursuant to Article X; (d) to add guarantors with respect to the Company’s obligations Debt Securities as parties to the Indenture or to release guarantors in accordance with the provisions of any supplemental Indenture; (e) to make any changes that would provide any additional rights or benefits to the Holders of the Debt Securities or that do not, taken as a whole, adversely affect the legal rights hereunder of such series in connection with a consolidation or merger of the Company or the sale, conveyance, transfer, lease or other disposal of all or substantially all of the property and assets of the Company pursuant to Article 5any Holder; (iiif) to comply with any the requirements of the Commission in connection with to permit the qualification of this the Indenture or any Indenture supplemental hereto under the Trust Indenture Act as then in effect, except that nothing herein contained shall permit or authorize the inclusion in any Indenture supplemental hereto of the provisions referred to in Section 316(a)(2) of the Trust Indenture Act; (ivg) to evidence and or provide for the acceptance of appointment under this Indenture hereunder by a successor Trustee; (v) or separate Trustee with respect to add to or modify the covenants of the Company for the benefit of the Holders of all or any series of Debt Securities (of one or more series and if such covenants are to be for the benefit of less than all series of Debt Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (vi) to add any additional Events of Default (and if such Events of Default are to be for the benefit of less than all series of Debt Securities, stating that such Events of Default are being included solely for the benefit of such series) or to modify any existing Events of Default in a manner that is not adverse to any Holders of Debt Securities; (vii) to add to or change any of the provisions of this the Indenture to such extent as shall be necessary to permit provide for or facilitate the issuance administration of Debt Securities in bearer form, registerable or not registerable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Debt Securities in uncertificated formtrusts hereunder by more than one Trustee; (viiih) to add any additional Events of Default; (i) to secure the Debt Securities and/or any guarantee with respect to any Debt Securities; and (j) to establish the form or terms of Debt Securities of any series as permitted by Sections 2.01 and 3.01; or (ix) to make any change that does not materially and adversely affect the rights of any Holder of the Debt Securities of such series, provided that any change to conform the terms of the Debt Securities of such series to the description contained in this Indenture and any change to conform the terms of the Debt Securities of such series to the description thereof contained in the prospectus (as such description may be supplemented accordance with Section 2.01 or modified by any prospectus supplement thereto) relating to such series of Debt Securities shall not be deemed to be adverse to any Holder of such Debt Securities. Upon the request of the Company accompanied by a resolution of the Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 9.06, the Trustee shall join with the Company in the execution of any amended or supplemental Indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations which may be contained therein, but the Trustee shall not be obligated to enter into such amended or supplemental Indenture which adversely affects its own rights, duties or immunities under this Indenture or otherwise. After an amendment, supplement or waiver under this Section 9.01 becomes effective, the Company shall mail to the Holders of Debt Securities of any series affected thereby a notice briefly describing any such amendment, supplement or waiver. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such amended or supplemental Indenture or waiver. Subject to Section 6.04 and Section 6.07, the Holders of a majority in aggregate principal amount of the Debt Securities of such series then outstanding may waive compliance by the Company in any particular instance with any provision of this Indenture or the Debt Securities of such series2.

Without Consent of Holders of Debt Securities. The Company and the Trustee may amend or supplement this Indenture or the Debt Securities of any series without notice to or the consent of any Holder of a Debt Security of such series: (i) to cure any ambiguity, defect or inconsistency in this Indenture; provided that such amendments or supplements shall not materially and adversely affect the interests of the Holders of the Debt Securities of such series; (ii) to provide for the assumption of the Company’s obligations to the Holders of the Debt Securities of such series in connection with a consolidation or merger of the Company or the sale, conveyance, transfer, lease or other disposal of all or substantially all of the property and assets of the Company pursuant to Article 5; (iii) to comply with any requirements of the Commission SEC in connection with the qualification of this Indenture under the Trust Indenture ActTIA; (iv) to evidence and provide for the acceptance of appointment under this Indenture by a successor Trustee; (v) to add to or modify the covenants of the Company for the benefit of the Holders of all or any series of Debt Securities (and if such covenants are to be for the benefit of less than all series of Debt Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (vi) to add any additional Events of Default (and if such Events of Default are to be for the benefit of less than all series of Debt Securities, stating that such Events of Default are being included solely for the benefit of such series) or to modify any existing Events of Default in a manner that is not adverse to any Holders of Debt Securities; (vii) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Debt Securities in bearer form, registerable or not registerable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Debt Securities in uncertificated form; (viii) to establish the form or terms of Debt Securities of any series as permitted by Sections 2.01 and 3.01; or (ix) to make any change that does not materially and adversely affect the rights of any Holder of the Debt Securities of such series, provided that ; or (vi) to make any change to conform the terms of the Debt Securities of such series Indenture to the description contained in this Indenture and any change to conform the terms “Description of the Debt Securities of such series to the description thereof Securities” contained in the prospectus (as such description may be supplemented or modified by any prospectus supplement thereto) Offering Circular dated September 9, 2004 relating to such series of Debt Securities shall not be deemed to be adverse to any Holder of such the Debt Securities. Upon the request of the Company accompanied by a resolution of the Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 9.06, the Trustee shall join with the Company in the execution of any amended or supplemental Indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations which may be contained therein, but the Trustee shall not be obligated to enter into such amended or supplemental Indenture which adversely affects its own rights, duties or immunities under this Indenture or otherwise. After an amendment, supplement or waiver under this Section 9.01 becomes effective, the Company shall mail to the Holders of Debt Securities of any series affected thereby a notice briefly describing any such amendment, supplement or waiver. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such amended or supplemental Indenture or waiver. Subject to Section 6.04 and Section 6.07, the Holders of a majority in aggregate principal amount of the Debt Securities of such series then outstanding may waive compliance by the Company in any particular instance with any provision of this Indenture or the Debt Securities of such series.

Without Consent of Holders of Debt Securities. The Company Issuer and the Trustee may amend or supplement this Indenture or the Debt Securities of from time to time and at any series time, without notice to or the consent of any Holder Holders, enter into an Indenture or Indentures supplemental hereto (which shall conform to the provisions of a Debt Security the Trust Indenture Act as in force at the date of such seriesthe execution thereof) for one or more of the following purposes: (ia) to cure any ambiguity, defect or inconsistency contained herein, in this Indenture; provided that such amendments any supplemental Indenture or supplements shall not materially and adversely affect the interests of the Holders of in the Debt Securities of such series; (iib) to provide for uncertificated Debt Securities in addition to or in place of certificated Debt Securities; provided, however, that the uncertificated Debt Securities are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated Debt Securities are described in Section 163(f)(2)(B) of the Code; (c) to provide for the assumption of an Issuer's obligations to Holders pursuant to Article X; (d) to add guarantors with respect to the Company’s obligations Debt Securities as parties to the Indenture or to release guarantors in accordance with the provisions of any supplemental Indenture; (e) to make any changes that would provide any additional rights or benefits to the Holders of the Debt Securities or that do not, taken as a whole, adversely affect the legal rights hereunder of such series in connection with a consolidation or merger of the Company or the sale, conveyance, transfer, lease or other disposal of all or substantially all of the property and assets of the Company pursuant to Article 5any Holder; (iiif) to comply with any the requirements of the Commission in connection with to permit the qualification of this the Indenture or any Indenture supplemental hereto under the Trust Indenture Act as then in effect, except that nothing herein contained shall permit or authorize the inclusion in any Indenture supplemental hereto of the provisions referred to in Section 316(a)(2) of the Trust Indenture Act; (ivg) to evidence and or provide for the acceptance of appointment under this Indenture hereunder by a successor Trustee; (v) or separate Trustee with respect to add to or modify the covenants of the Company for the benefit of the Holders of all or any series of Debt Securities (of one or more series and if such covenants are to be for the benefit of less than all series of Debt Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (vi) to add any additional Events of Default (and if such Events of Default are to be for the benefit of less than all series of Debt Securities, stating that such Events of Default are being included solely for the benefit of such series) or to modify any existing Events of Default in a manner that is not adverse to any Holders of Debt Securities; (vii) to add to or change any of the provisions of this the Indenture to such extent as shall be necessary to permit provide for or facilitate the issuance administration of Debt Securities in bearer form, registerable or not registerable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Debt Securities in uncertificated formtrusts hereunder by more than one Trustee; (viiih) to add any additional Events of Default; (i) to make any changes in Article XIII that would limit or terminate the benefits applicable to any holder of Senior Indebtedness (or its Representatives) under Article XIII; (j) to secure the Debt Securities and/or any guarantee with respect to any Debt Securities; and (k) to establish the form or terms of the Debt Securities of any series as permitted by Sections Section 2.01 and 3.01; or (ix) to make any change that does not materially and adversely affect the rights of any Holder of the Debt Securities of such series, provided that any change to conform the terms of the Debt Securities of such series to the description contained in this Indenture and any change to conform the terms of the Debt Securities of such series to the description thereof contained in the prospectus (as such description may be supplemented or modified by any prospectus supplement thereto) relating to such series of Debt Securities shall not be deemed to be adverse to any Holder of such Debt Securities. Upon the request of the Company accompanied by a resolution of the Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 9.06, the Trustee shall join with the Company in the execution of any amended or supplemental Indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations which may be contained therein, but the Trustee shall not be obligated to enter into such amended or supplemental Indenture which adversely affects its own rights, duties or immunities under this Indenture or otherwise. After an amendment, supplement or waiver under this Section 9.01 becomes effective, the Company shall mail to the Holders of Debt Securities of any series affected thereby a notice briefly describing any such amendment, supplement or waiver. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such amended or supplemental Indenture or waiver. Subject to Section 6.04 and Section 6.07, the Holders of a majority in aggregate principal amount of the Debt Securities of such series then outstanding may waive compliance by the Company in any particular instance with any provision of this Indenture or the Debt Securities of such series2.

Without Consent of Holders of Debt Securities. The Company and the Trustee may amend or supplement this Indenture or the Debt Securities of any series without notice to or the consent of any Holder of a Debt Security of such series: (i) to cure any ambiguity, defect or inconsistency in this Indenture; provided that such amendments or supplements shall not materially and adversely affect the interests of the Holders of the Debt Securities of such series; (ii) to provide for the assumption of the Company’s obligations to the Holders of the Debt Securities of such series in connection with a consolidation or merger of the Company or the sale, conveyance, transfer, lease or other disposal of all or substantially all of the property and assets of the Company pursuant to Article 5; (iii) to comply with any requirements of the Commission SEC in connection with the qualification of this Indenture under the Trust Indenture ActTIA; (iv) to evidence and provide for the acceptance of appointment under this Indenture by a successor Trustee; (v) to add to or modify the covenants of the Company for the benefit of the Holders of all or any series of Debt Securities (and if such covenants are to be for the benefit of less than all series of Debt Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (vi) to add any additional Events of Default (and if such Events of Default are to be for the benefit of less than all series of Debt Securities, stating that such Events of Default are being included solely for the benefit of such series) or to modify any existing Events of Default in a manner that is not adverse to any Holders of Debt Securities; (vii) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Debt Securities in bearer form, registerable or not registerable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Debt Securities in uncertificated form; (viii) to establish the form or terms of Debt Securities of any series as permitted by Sections 2.01 and 3.01; or (ix) to make any change that does not materially and adversely affect the rights of any Holder of the Debt Securities of such series, provided that any change to conform the terms of the Debt Securities of such series to the description contained in this Indenture and any change to conform the terms of the Debt Securities of such series to the description thereof “Description of Debt Securities” contained in the prospectus Prospectus dated May 16, 2006 (as such description may be supplemented or modified by any prospectus supplement thereto) Prospectus Supplement thereto relating to such series of particular Debt Securities Securities) shall not be deemed to be adverse to any Holder of such Debt Securities. Upon the request of the Company accompanied by a resolution of the Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 9.06, the Trustee shall join with the Company in the execution of any amended or supplemental Indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations which may be contained therein, but the Trustee shall not be obligated to enter into such amended or supplemental Indenture which adversely affects its own rights, duties or immunities under this Indenture or otherwise. After an amendment, supplement or waiver under this Section 9.01 becomes effective, the Company shall mail to the Holders of Debt Securities of any series affected thereby a notice briefly describing any such amendment, supplement or waiver. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such amended or supplemental Indenture or waiver. Subject to Section 6.04 and Section 6.07, the Holders of a majority in aggregate principal amount of the Debt Securities of such series then outstanding may waive compliance by the Company in any particular instance with any provision of this Indenture or the Debt Securities of such series.

Without Consent of Holders of Debt Securities. The Company Issuers and the Trustee may amend or supplement this Indenture or the Debt Securities of from time to time and at any series time, without notice to or the consent of any Holder Holders, enter into an Indenture or Indentures supplemental hereto (which shall conform to the provisions of a Debt Security the Trust Indenture Act as in force at the date of such seriesthe execution thereof) for one or more of the following purposes: (ia) to cure any ambiguity, defect or inconsistency contained herein, in this Indenture; provided that such amendments any supplemental Indenture or supplements shall not materially and adversely affect the interests of the Holders of in the Debt Securities of such series; (iib) to provide for uncertificated Debt Securities in addition to or in place of certificated Debt Securities; provided, however, that the uncertificated Debt Securities are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated Debt Securities are described in Section 163(f)(2)(B) of the Code; (c) to provide for the assumption of an Issuer's obligations to Holders pursuant to Article X; (d) to add guarantors with respect to the Company’s obligations Debt Securities as parties to the Indenture or to release guarantors in accordance with the provisions of any supplemental Indenture; (e) to make any changes that would provide any additional rights or benefits to the Holders of the Debt Securities or that do not, taken as a whole, adversely affect the legal rights hereunder of such series in connection with a consolidation or merger of the Company or the sale, conveyance, transfer, lease or other disposal of all or substantially all of the property and assets of the Company pursuant to Article 5any Holder; (iiif) to comply with any the requirements of the Commission in connection with to permit the qualification of this the Indenture or any Indenture supplemental hereto under the Trust Indenture Act as then in effect, except that nothing herein contained shall permit or authorize the inclusion in any Indenture supplemental hereto of the provisions referred to in Section 316(a)(2) of the Trust Indenture Act; (ivg) to evidence and or provide for the acceptance of appointment under this Indenture hereunder by a successor Trustee; (v) or separate Trustee with respect to add to or modify the covenants of the Company for the benefit of the Holders of all or any series of Debt Securities (of one or more series and if such covenants are to be for the benefit of less than all series of Debt Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (vi) to add any additional Events of Default (and if such Events of Default are to be for the benefit of less than all series of Debt Securities, stating that such Events of Default are being included solely for the benefit of such series) or to modify any existing Events of Default in a manner that is not adverse to any Holders of Debt Securities; (vii) to add to or change any of the provisions of this the Indenture to such extent as shall be necessary to permit provide for or facilitate the issuance administration of Debt Securities in bearer form, registerable or not registerable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Debt Securities in uncertificated formtrusts hereunder by more than one Trustee; (viiih) to add any additional Events of Default; (i) to make any changes in Article XIII that would limit or terminate the benefits applicable to any holder of Senior Indebtedness (or its Representatives) under Article XIII; (j) to secure the Debt Securities and/or any guarantee with respect to any Debt Securities; and (k) to establish the form or terms of the Debt Securities of any series as permitted by Sections Section 2.01 or 2.03. The Trustee is hereby authorized to join with the Issuers and 3.01; or (ix) guarantors with respect to make any change that does not materially and adversely affect the rights of any Holder of the Debt Securities of such series, provided that any change to conform the terms of the Debt Securities of such series to the description contained in this Indenture and any change to conform the terms of the Debt Securities of such series to the description thereof contained in the prospectus (as such description may be supplemented or modified by any prospectus supplement thereto) relating to such series of Debt Securities shall not be deemed to be adverse to any Holder of such Debt Securities. Upon the request of the Company accompanied by a resolution of the Board of Directors authorizing the execution of any such amended or supplemental Indenture, and upon receipt by the Trustee of the documents described in Section 9.06, the Trustee shall join with the Company in the execution of any amended or supplemental Indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations which may be therein contained thereinand to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such amended or supplemental Indenture which adversely affects its the Trustee's own rights, duties or immunities under this the Indenture or otherwise. Any supplemental Indenture authorized by the provisions of this Section 9.01 may be executed by the Issuers, any guarantors with respect to any Debt Securities and the Trustee without the consent of the Holders of any of the Debt Securities at the time outstanding, notwithstanding any of the provisions of Section 9.02. After an amendment, supplement or waiver amendment under this Section 9.01 becomes effective, the Company Issuers shall mail to the Holders of Debt Securities of any each series affected thereby a notice briefly describing any such amendment, supplement or waiver. Any The failure of the Company to mail give such noticenotice to all such Holders, or any defect therein, shall not in any way impair or affect the validity of any such amended or supplemental Indenture or waiver. Subject to an amendment under this Section 6.04 and Section 6.07, the Holders of a majority in aggregate principal amount of the Debt Securities of such series then outstanding may waive compliance by the Company in any particular instance with any provision of this Indenture or the Debt Securities of such series9.01.