Common use of Amendments to the Indenture Clause in Contracts

Amendments to the Indenture. (a) The (i) issuance or incurrence date, as applicable, of the First Refinancing Debt and the Additional Preferred Shares and (ii) the redemption date of the Redeemed Debt shall be on the First Refinancing Date. The First Refinancing Debt shall be issued or incurred in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof. (b) As of the date hereof, the Indenture is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the bold and double-underlined text (indicated textually in the same manner as the following example: bold and double-underlined text) as set forth on the Indenture attached as Appendix A hereto. (c) The Exhibits to the Indenture are amended and restated, as reasonably acceptable to the Issuer, the Collateral Manager and the Collateral Trustee in order to make such forms consistent with the terms of the First Refinancing Debt and the Indenture, as amended pursuant to clause (b) above (and the Issuer shall provide, or cause to be provided, to the Collateral Trustee a copy of such amended Exhibits). (d) Notwithstanding anything in the Indenture, the Issuer hereby directs the Collateral Trustee (i) to deposit in the Collection Account and transfer to the Payment Account the proceeds of the First Refinancing Debt and Additional Preferred Shares and any other available funds available for distribution on the First Refinancing Date in an amount necessary to pay the Redemption Prices of the Redeemed Debt and, in each case, any related expenses and other amounts referred to in Section 9.2(d) of the Indenture (as identified by, or on behalf of, the Issuer), in each case, in accordance with Article IX of the Indenture, and (ii) to apply the remaining proceeds of the First Refinancing Debt and Additional Preferred Shares, received on the First Refinancing Date, if any, and amounts in the Collection Account as set forth in the below described final flow of funds. Notwithstanding the foregoing, the Collateral Trustee shall apply any amounts on deposit in any of the Accounts as indicated in the final flow of funds to be provided by the Collateral Manager to the Collateral Trustee on or prior to the First Refinancing Date. (e) The First Refinancing Debt shall be issued substantially in the forms attached to the Indenture and shall be executed by the Issuer and delivered to the Collateral Trustee for authentication and thereupon the same shall be authenticated and delivered to the Issuer by the Collateral Trustee upon Issuer Order and upon receipt by the Collateral Trustee of the following:

Amendments to the Indenture. (a) The (i) issuance or incurrence date, as applicable, date of the First Refinancing Debt and the Additional Preferred Shares Notes and (ii) the redemption date of the Redeemed Debt Notes, in each case, shall be on the First Refinancing Date. The First Refinancing Debt Notes shall be issued or incurred in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof. (b) As of the date hereof, the Indenture is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the bold and double-underlined text (indicated textually in the same manner as the following example: bold and double-underlined text) as set forth on the Indenture attached as Appendix A hereto. (c) The Exhibits to the Indenture are amended and restated, as reasonably acceptable to the Issuer, the Collateral Manager and the Collateral Trustee in order to make such forms consistent with the terms of the First Refinancing Debt Notes and the Indenture, as amended pursuant to clause (b) above (and the Issuer shall provide, or cause to be provided, to the Collateral Trustee a copy of such amended Exhibits). (d) Notwithstanding anything in the Indenture, the Issuer hereby directs the Collateral Trustee (i) to deposit in the Collection Account and transfer to the Payment Account the proceeds of the First Refinancing Debt and Additional Preferred Shares Notes and any other available funds available for distribution on the First Refinancing Date in an amount necessary to pay the Redemption Prices of the Redeemed Debt and, in each case, Notes and any related expenses and other amounts referred to in Section 9.2(d) of the Indenture (as identified by, or on behalf of, the Issuer), in each case, in accordance with Article IX of the Indenture, and (ii) to apply the remaining proceeds of the First Refinancing Debt and Additional Preferred SharesNotes, received on the First Refinancing Date, if any, and amounts in the Collection Account as set forth in the below described final flow of funds. Notwithstanding the foregoing, the Collateral Trustee shall apply any amounts on deposit in any of the Accounts as indicated in the final flow of funds to be provided by the Collateral Manager to the Collateral Trustee on or prior to the First Refinancing Date. (e) Notwithstanding anything to the contrary in the Indenture, the Collateral Manager, in its sole discretion, may direct the Trustee to deposit in the Collection Account all or any portion of any Principal Proceeds that would otherwise be paid on the First Refinancing Date to the Fiscal Agent for payment to the holders of the Preferred Shares pursuant to Section 11.1(a)(ii) of the Indenture. (f) The First Refinancing Debt Notes shall be issued substantially in the forms attached to the Indenture and shall be executed by the Issuer and delivered to the Collateral Trustee for authentication and thereupon the same shall be authenticated and delivered to the Issuer by the Collateral Trustee upon Issuer Order and upon receipt by the Collateral Trustee of the following:

Amendments to the Indenture. (a) The (i) issuance or incurrence date, as applicable, of the First Refinancing Debt and the Additional Preferred Shares and (ii) the redemption date of (x) the Redeemed Debt and (y) 85,306 Preferred Shares, in each case, shall be on the First Refinancing Date. The First Refinancing Debt shall be issued or incurred in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof. (b) As of the date hereof, the Indenture is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the bold and double-underlined text (indicated textually in the same manner as the following example: bold and double-underlined text) as set forth on the Indenture attached as Appendix A hereto. (c) The Exhibits to the Indenture are amended and restated, as reasonably acceptable to the Issuer, the Collateral Manager and the Collateral Trustee in order to make such forms consistent with the terms of the First Refinancing Debt and the Indenture, as amended pursuant to clause (b) above (and the Issuer shall provide, or cause to be provided, to the Collateral Trustee a copy of such amended Exhibits). (d) Notwithstanding anything in the Indenture, the Issuer hereby directs the Collateral Trustee (i) to deposit in the Collection Account and transfer to the Payment Account the proceeds of the First Refinancing Debt and Additional Preferred Shares and any other available funds available for distribution on the First Refinancing Date in an amount necessary to pay the Redemption Prices of the Redeemed Debt and 85,306 Preferred Shares redeemed in the Preferred Shares Partial Redemption and, in each case, any related expenses and other amounts referred to in Section 9.2(d9.2(e) of the Indenture (as identified by, or on behalf of, the Issuer), in each case, in accordance with Article IX of the Indenture, and (ii) to apply the remaining proceeds of the First Refinancing Debt and Additional Preferred SharesDebt, received on the First Refinancing Date, if any, and amounts in the Collection Account as set forth in the below described final flow of funds. Notwithstanding the foregoing, the Collateral Trustee shall apply any amounts on deposit in any of the Accounts as indicated in the final flow of funds to be provided by the Collateral Manager to the Collateral Trustee on or prior to the First Refinancing Date. (e) The First Refinancing Debt Notes shall be issued substantially in the forms attached to the Indenture and shall be executed by the Issuer and delivered to the Collateral Trustee for authentication and thereupon the same shall be authenticated and delivered to the Issuer by the Collateral Trustee upon Issuer Order and upon receipt by the Collateral Trustee of the following:

Amendments to the Indenture. (a) The (i) issuance or incurrence date, as applicable, of Subject to the First Refinancing Debt execution and delivery hereof by the Additional Preferred Shares and (ii) the redemption date of the Redeemed Debt shall be on the First Refinancing Date. The First Refinancing Debt shall be issued or incurred in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof. (b) As of the date hereofparties hereto, the Indenture is hereby amended as follows: (a) Subsection (d) of the definition of “Permitted Indebtedness” in Section 101 of the Indenture is hereby amended and restated to delete read as follows: (i) Indebtedness of the stricken text Company or any Restricted Subsidiary incurred under the Amended Credit Agreement in an aggregate principal amount at any one time outstanding not to exceed the greater of (indicated textually x) $90,000,000 and (y) the sum of $45,000,000 and the Borrowing Base at the time such Indebtedness was incurred, or any refinancing, refunding, deferral, renewal or extension thereof not in excess of such amount; and (ii) Indebtedness of the same manner as the following example: stricken textCompany or any Restricted Subsidiary incurred prior to December 31, 2006 in an aggregate principal amount up to $25,000,000, or any refinancing, refunding, deferral, renewal or extension thereof not in excess of such amount. (b) and Section 1001 is hereby amended to add the bold and double-underlined text following sentence: In addition, the Company agrees that on September 15, 2006 the Company shall make a cash payment (indicated textually the “Consent Fee”) of $5.00 per $1,000 principal amount of Securities as to which a Holder (as defined in the same manner as Company’s Consent Solicitation Statement dated March 30, 2006 (the following example: bold and double-underlined text“Consent Statement”)) as set forth of the close of business on March 29, 2006 has delivered a duly executed consent (the “Consent”) to the terms of the First Supplemental Indenture attached as Appendix Exhibit A heretoto the Consent Statement prior to the Expiration Date (as defined in the Consent Statement) that was not revoked prior to the date of such First Supplemental Indenture (such Holders being hereinafter referred to as the “Consenting Holders”), which Consent Fee shall be paid in accordance with the terms of the Consent. (c) The Exhibits Section 501(1) shall be amended to read in its entirety as follows: There shall be a default in the Indenture are amended payment of interest on any Security or the Consent Fee when the same becomes due and restated, as reasonably acceptable to the Issuer, the Collateral Manager payable and the Collateral Trustee in order to make such forms consistent with the terms Default continues for a period of the First Refinancing Debt and the Indenture, as amended pursuant to clause thirty (b30) above (and the Issuer shall provide, or cause to be provided, to the Collateral Trustee a copy of such amended Exhibits)days. (d) Notwithstanding anything in A new Section 1021 is hereby added to the Indenture, the Issuer hereby directs the Collateral Trustee (i) to deposit in the Collection Account and transfer to the Payment Account the proceeds of the First Refinancing Debt and Additional Preferred Shares and any other available funds available for distribution on the First Refinancing Date in an amount necessary to pay the Redemption Prices of the Redeemed Debt and, in each case, any related expenses and other amounts referred to in Section 9.2(d) of the Indenture (read as identified by, or on behalf of, the Issuer), in each case, in accordance with Article IX of the Indenture, and (ii) to apply the remaining proceeds of the First Refinancing Debt and Additional Preferred Shares, received on the First Refinancing Date, if any, and amounts in the Collection Account as set forth in the below described final flow of funds. Notwithstanding the foregoing, the Collateral Trustee shall apply any amounts on deposit in any of the Accounts as indicated in the final flow of funds to be provided by the Collateral Manager to the Collateral Trustee on or prior to the First Refinancing Date. (e) The First Refinancing Debt shall be issued substantially in the forms attached to the Indenture and shall be executed by the Issuer and delivered to the Collateral Trustee for authentication and thereupon the same shall be authenticated and delivered to the Issuer by the Collateral Trustee upon Issuer Order and upon receipt by the Collateral Trustee of the followingfollows:

Amendments to the Indenture. (a) The (i) issuance or incurrence date, as applicable, of the First Refinancing Debt and the Additional Preferred Shares Notes and (ii) the redemption date of the Redeemed Debt Notes shall be on the First Refinancing Date. The First Refinancing Debt Notes shall be issued or incurred in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof. The First Refinancing Notes shall be divided into the Classes, having the designations, initial principal amounts and other characteristics set forth in Section 2.3 of the Indenture (as in effect immediately after this Supplemental Indenture). (b) As of the date hereof, the Indenture is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the bold and double-underlined text (indicated textually in the same manner as the following example: bold and double-underlined text) as set forth on the Indenture attached as Appendix A hereto. (c) The Exhibits to the Indenture are amended and restated, as reasonably acceptable to the Issuer, the Collateral Manager and the Collateral Trustee in order to make such forms consistent with the terms of the First Refinancing Debt Notes and the Indenture, as amended pursuant to clause (b) above (and the Issuer shall provide, or cause to be provided, to the Collateral Trustee a copy of such amended Exhibits). (d) Notwithstanding anything in the Indenture, the Issuer hereby directs the Collateral Trustee (i) to deposit in the Collection Account and transfer to the Payment Account the proceeds of the First Refinancing Debt and Additional Preferred Shares Notes and any other available funds available for distribution on the First Refinancing Date in an amount necessary to pay the Redemption Prices of the Redeemed Debt and, in each case, Notes and any related expenses and other amounts referred to in Section 9.2(d) of the Indenture (as identified by, or on behalf of, the Issuer), in each case, in accordance with Article IX of the Indenture, and (ii) to apply the remaining proceeds of the First Refinancing Debt and Additional Preferred SharesNotes, received on the First Refinancing Date, if any, and amounts in the Collection Account as set forth in the below described final flow of funds. Notwithstanding the foregoing, the Collateral Trustee shall apply any amounts on deposit in any of the Accounts as indicated in the final flow of funds to be provided by the Collateral Manager to the Collateral Trustee on or prior to the First Refinancing Date. (e) The First Refinancing Debt Notes shall be issued substantially in the forms attached to the Indenture and shall be executed by the Issuer and delivered to the Collateral Trustee for authentication and thereupon the same shall be authenticated and delivered to the Issuer by the Collateral Trustee upon Issuer Order and upon receipt by the Collateral Trustee of the following:

Amendments to the Indenture. (a) The Issuer will issue the First Refinancing Notes, the proceeds of which shall be used to redeem the Redeemed Debt, which First Refinancing Notes shall be divided into the Classes, having the designations, original principal amounts and other characteristics as set forth in Section 2.3 of the conformed Indenture attached as Appendix A hereto. On the First Refinancing Date, the Issuer shall issue the Additional Preferred Shares. (b) The (i) issuance or incurrence date, as applicable, of the First Refinancing Debt Notes and the Additional Preferred Shares and (ii) the redemption date of the Redeemed Debt shall be on the First Refinancing Date. The First Refinancing Debt Notes shall be issued or incurred in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof. (bc) As of the date hereof, the Indenture is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the bold and double-underlined text (indicated textually in the same manner as the following example: bold and double-underlined text) as set forth on the pages of the conformed Indenture attached as Appendix A hereto (including Schedules but excluding Exhibits hereto). (cd) The Exhibits to the Indenture are amended and restated, as reasonably acceptable to the Issuer, the Collateral Manager and the Collateral Trustee in order to make such forms consistent with the terms of the First Refinancing Debt Notes and the Indenture, as amended pursuant to clause (b) above (and the Issuer shall provide, or cause to be provided, to the Collateral Trustee a copy of such amended Exhibits). (de) Notwithstanding anything in the Indenture, the Issuer hereby directs the Collateral Trustee (i) to deposit in the Collection Account and transfer to the Payment Account the proceeds of the First Refinancing Debt Notes and Additional Preferred Shares and any other available funds available for distribution on the First Refinancing Date in an amount necessary to pay the Redemption Prices of the Redeemed Debt and, in each case, any related expenses and other amounts referred to in Section 9.2(d) of the Indenture (as identified by, or on behalf of, the Issuer), in each case, in accordance with Article IX of the Indenture, and (ii) to apply the remaining proceeds of the First Refinancing Debt Notes and Additional Preferred Shares, received on the First Refinancing Date, if any, and amounts in the Collection Account as set forth in the below described final flow of funds. Notwithstanding the foregoing, the Collateral Trustee shall apply any amounts on deposit in any of the Accounts as indicated in the final flow of funds to be provided by the Collateral Manager to the Collateral Trustee on or prior to the First Refinancing Date. (ef) The First Refinancing Debt Notes shall be issued substantially in the forms attached to the Indenture and shall be executed by the Issuer and delivered to the Collateral Trustee for authentication and thereupon the same shall be authenticated and delivered to the Issuer by the Collateral Trustee upon Issuer Order and upon receipt by the Collateral Trustee of the following:

Amendments to the Indenture. The Indenture is hereby amended as follows: (i) Section 3.01 is hereby amended by deleting clause (a) The in its entirety and replacing clause (ia) issuance or incurrence datewith the following: (a) If the Company elects to redeem the Notes pursuant to the optional redemption provisions hereof, as applicable, it must notify the Trustee of the First Refinancing Debt Redemption Date, the Redemption Price and the Additional Preferred Shares principal amount of the Notes to be redeemed by delivering written notice at least 10 days before the Redemption Date (unless a shorter period is satisfactory to the Trustee). Any such notice may be cancelled at any time prior to notice of such redemption being mailed to any Holder and shall thereby be void and of no effect. If fewer than all of the Notes are being redeemed, the particular Notes to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Trustee, from the outstanding Notes not previously called for redemption, by such method as may be specified by the terms of such Notes or, if no such method is so specified, pro rata or by such method as the Trustee shall deem fair and appropriate. The Trustee shall notify the Company promptly in writing of the Notes or portions of Notes to be called for redemption and, in the case of any Notes selected for partial redemption, the principal amount thereof to be redeemed. Except as otherwise provided as to the Notes, the Notes and portions thereof that the Trustee selects shall be in amounts equal to the minimum authorized denomination for the Notes to be redeemed or any integral multiple thereof, except that if all of the Notes are to be redeemed, the entire outstanding amount of the Notes held by such Holder, even if not equal to the minimum authorized denomination for the Notes, shall be redeemed. Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption.” (ii) Section 3.01 is hereby amended by deleting clause (b) in its entirety and replacing clause (b) with the redemption date of the Redeemed Debt shall be on the First Refinancing Date. The First Refinancing Debt shall be issued or incurred in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof.following: (b) As Notice of redemption must be mailed by first-class mail by the Company or, at the Company’s request, by the Trustee in the name and at the expense of the date hereofCompany, to Holders at the Indenture is hereby amended to delete the stricken text (indicated textually address set forth in the same manner as most recent noteholder list described in Section 2.05 hereof whose Notes are to be redeemed at least 10 days but not more than 60 days before the following example: stricken text) and to add the bold and double-underlined text (indicated textually Redemption Date, unless a shorter period is specified in the same manner as Notes to be redeemed. The notice of redemption will identify the following example: bold Notes to be redeemed and double-underlined text) as set forth on will include or state the Indenture attached as Appendix A hereto.following: (c1) The Exhibits to the Indenture are amended and restated, as reasonably acceptable to Redemption Date; (2) the Issuer, the Collateral Manager and the Collateral Trustee Redemption Price fixed in order to make such forms consistent accordance with the terms of the First Refinancing Debt and the Indenture, as amended pursuant to clause (b) above (and the Issuer shall provide, or cause Notes to be providedredeemed, to the Collateral Trustee a copy of such amended Exhibits). (d) Notwithstanding anything in the Indenture, the Issuer hereby directs the Collateral Trustee (i) to deposit in the Collection Account and transfer to the Payment Account the proceeds of the First Refinancing Debt and Additional Preferred Shares and any other available funds available for distribution on the First Refinancing Date in an amount necessary to pay the Redemption Prices of the Redeemed Debt and, in each case, any related expenses and other amounts referred to in Section 9.2(d) of the Indenture (as identified by, or on behalf of, the Issuer), in each case, in accordance with Article IX of the Indenture, and (ii) to apply the remaining proceeds of the First Refinancing Debt and Additional Preferred Shares, received on the First Refinancing Dateplus accrued interest, if any, to the date fixed for redemption; (3) the place or places where Notes are to be surrendered to the Paying Agent for redemption; (4) that Notes called for redemption must be so surrendered to the Paying Agent in order to collect the Redemption Price; (5) that, on the Redemption Date, the Redemption Price will become due and amounts payable on Notes called for redemption, and, unless the Company defaults in payment of the Redemption Price, interest on Notes called for redemption will cease to accrue on and after the Redemption Date; (6) if less than all the outstanding Notes are to be redeemed, the identification (and, in the Collection Account case of partial redemption, the principal amounts) of the particular Notes to be redeemed; (7) if any Note contains a CUSIP number, no representation is being made as set forth to the correctness of the CUSIP number either as printed on the Notes or as contained in the below described final flow notice of funds. Notwithstanding redemption and that the foregoing, Holder should rely only on the Collateral Trustee shall apply any amounts other identification numbers printed on deposit in any of the Accounts as indicated in the final flow of funds to be provided by the Collateral Manager to the Collateral Trustee on or prior to the First Refinancing Date.Notes; and (e8) that the redemption is for a sinking fund, if such is the case.” (iii) The First Refinancing Debt shall be issued substantially Section 4.06 is hereby amended by deleting such Section in the forms attached to the Indenture its entirety and shall be executed by the Issuer and delivered to the Collateral Trustee for authentication and thereupon the same shall be authenticated and delivered to the Issuer by the Collateral Trustee upon Issuer Order and upon receipt by the Collateral Trustee of replacing it with the following:: “INTENTIONALLY OMITTED.”; (iv) Section 4.07 is hereby amended by deleting such Section in its entirety and replacing it with the following: “INTENTIONALLY OMITTED.”; (v) Section 5.01 is hereby amended by deleting such Section in its entirety and replacing it with the following: “INTENTIONALLY OMITTED.”; (vi) Section 6.01 is hereby amended by deleting clauses (3) and (5) in their entirety and replacing such clauses (3) and (5) with the following: “INTENTIONALLY OMITTED.”;

Amendments to the Indenture. (a) The (i) issuance or incurrence date, as applicable, first paragraph of the First Refinancing Debt and the Additional Preferred Shares and (ii) the redemption date Section 4.09 of the Redeemed Debt shall be on the First Refinancing Date. The First Refinancing Debt shall be issued or incurred in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof. (b) As of the date hereof, the Indenture is hereby amended deleted in its entirety and replaced with the following: "The Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable, contingently or otherwise, with respect to delete the stricken text (indicated textually in the same manner as the following example: stricken textcollectively, "incur") any Indebtedness (including Acquired Debt) and the Company shall not issue any Disqualified Stock and shall not permit any of its Restricted Subsidiaries to add the bold and double-underlined text (indicated textually in the same manner as the following example: bold and double-underlined text) as set forth on the Indenture attached as Appendix A hereto. (c) The Exhibits to the Indenture are amended and restated, as reasonably acceptable to the Issuer, the Collateral Manager and the Collateral Trustee in order to make such forms consistent with the terms issue any shares of the First Refinancing Debt and the Indenture, as amended pursuant to clause (b) above (and the Issuer shall provide, or cause to be preferred stock; provided, to however, that the Collateral Trustee a copy Company or any of its Restricted Subsidiaries may incur Indebtedness (including Acquired Debt) or issue Disqualified Stock or preferred stock if the Fixed Charge Coverage Ratio for the Company's most recently ended four full fiscal quarters for which internal financial statements are available immediately preceding the date on which such amended Exhibits). (d) Notwithstanding anything in the Indenture, the Issuer hereby directs the Collateral Trustee additional Indebtedness is incurred or such Disqualified Stock or preferred stock is issued would have been at least (i) to deposit in if the Collection Account and transfer to the Payment Account the proceeds of the First Refinancing Debt and Additional Preferred Shares and any other available funds available for distribution on the First Refinancing Date in an amount necessary to pay the Redemption Prices of the Redeemed Debt and, in each case, any related expenses and other amounts referred to in Section 9.2(d) of the Indenture (as identified by, incurrence or on behalf of, the Issuer), in each case, in accordance with Article IX of the Indenture, and (ii) to apply the remaining proceeds of the First Refinancing Debt and Additional Preferred Shares, received on the First Refinancing Date, if any, and amounts in the Collection Account as set forth in the below described final flow of funds. Notwithstanding the foregoing, the Collateral Trustee shall apply any amounts on deposit in any of the Accounts as indicated in the final flow of funds to be provided by the Collateral Manager to the Collateral Trustee issuance occurs on or prior to the First Refinancing second anniversary of the Issue Date, 2.0 to 1.0 and (ii) if the incurrence of issuance occurs thereafter, 2.25 to 1.0, determined on a pro forma basis (including a pro forma application of the net proceeds therefrom), as if the additional Indebtedness had been incurred, or the Disqualified Stock or preferred stock had been issued, as the case may be, at the beginning of such four-quarter period." (eb) The First Refinancing Debt shall be issued substantially in Paragraph (i) of Section 4.09 of the forms attached Indenture is hereby deleted and replaced with the following: "the incurrence by the Company or any of its Restricted Subsidiaries of Indebtedness and letters of credit pursuant to the Indenture and shall be executed by Senior Credit Facilities; provided that the Issuer and delivered aggregate amount of all Indebtedness then classified as having been incurred in reliance upon this clause (i) that remains outstanding under the Senior Credit Facilities after giving effect to such incurrence does not exceed an amount equal to $330.0 million less, to the Collateral Trustee for authentication and thereupon extent a permanent repayment and/or commitment reduction is required thereunder as a result of such application, the same shall be authenticated and delivered aggregate amount of Net Proceeds applied to repayments under the Issuer by the Collateral Trustee upon Issuer Order and upon receipt by the Collateral Trustee of the following:Senior Credit Facilities in accordance with Section 4.10;"

Amendments to the Indenture. (a) The (i) issuance definition of “Redemption Price” in Section 1.1 of the Indenture shall be amended by adding the words “or incurrence dateMandatory Redemption Date, as applicable, ” following the words “Redemption Date” in the third line of the First Refinancing Debt and the Additional Preferred Shares and (ii) the redemption date of the Redeemed Debt shall be on the First Refinancing Date. The First Refinancing Debt shall be issued or incurred in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereofthat definition. (b) As Section 3.3 of the Indenture shall be deleted in its entirety and replaced by the following: “Every Debenture issued hereunder, whether issued originally or in exchange for a previously issued Debenture, shall bear interest from and including the later of (a) its Original Issue Date (or from such other date hereof, the Indenture is hereby amended to delete the stricken text (indicated textually as may be expressed in the same manner as the following example: stricken textsuch Debenture) and (b) the first day of the month of the last Interest Payment Date to add the bold and double-underlined text (indicated textually in the same manner as the following example: bold and double-underlined text) as set forth which full interest shall have been paid or made available for payment on the outstanding Debentures. Whenever in this Indenture attached as Appendix A heretothere is mention, in any context, of the payment of interest, such mention shall be deemed to include the payment of interest on amounts in default.” (c) The Exhibits to Subsection 3.4(b) of the Indenture are amended shall be deleted in its entirety and restatedreplaced by the following: “Interest for each period in respect of which interest is payable under this Indenture shall be payable from and including the first day of the month of the prior Interest Payment Date to but excluding the first day of the month of the following Interest Payment Date, or in the case of a Redemption Date or Mandatory Redemption Date, as reasonably acceptable to the Issuer, the Collateral Manager and the Collateral Trustee in order to make such forms consistent with the terms of the First Refinancing Debt and the Indenture, as amended pursuant to clause (b) above (and the Issuer shall provide, or cause to be providedapplicable, to but excluding such date, provided that if the Collateral Trustee a copy of such amended Exhibits)next following Interest Payment Date is the Final Instalment Date interest will be payable to and including the Final Instalment Date.” (d) Notwithstanding anything in the Indenture, the Issuer hereby directs the Collateral Trustee (i) to deposit in the Collection Account and transfer to the Payment Account the proceeds of the First Refinancing Debt and Additional Preferred Shares and any other available funds available for distribution on the First Refinancing Date in an amount necessary to pay the Redemption Prices of the Redeemed Debt and, in each case, any related expenses and other amounts referred to in Section 9.2(d) 3.8 of the Indenture (as identified by, or on behalf of, shall be amended by deleting the Issuer), in each case, in accordance with Article IX of the Indenture, and (ii) to apply the remaining proceeds of the First Refinancing Debt and Additional Preferred Shares, received on the First Refinancing Date, if any, and amounts words “Payment Agent” in the Collection Account as set forth in sixth line of that section and replacing such words with the below described final flow of funds. Notwithstanding the foregoing, the Collateral Trustee shall apply any amounts on deposit in any of the Accounts as indicated in the final flow of funds to be provided by the Collateral Manager to the Collateral Trustee on or prior to the First Refinancing Datewords “Paying Agent”. (e) The First Refinancing Debt Subsection 4.5(c) of the Indenture shall be issued substantially amended by deleting the words “Redemption Notice” in the forms attached to second line of that subsection and replacing such words with the words “Mandatory Redemption Event Notice”. (f) Subsection 4.7(c) of the Indenture and shall be executed amended by deleting the Issuer word “including” in the fourth line of that subsection and delivered to replacing such word with the Collateral Trustee for authentication and thereupon word “excluding”. (g) Subsection 6.2(a) of the same Indenture shall be authenticated and delivered to amended by adding the Issuer by word “unpaid” following the Collateral Trustee upon Issuer Order and upon receipt by words “together with accrued and” in the Collateral Trustee first line of the following:such subsection.

Amendments to the Indenture. (a) Section 4.07(a) of the Indenture is hereby amended and restated in its entirety as follows, with additions shown as bolded, underlined text and deletions shown in strikethrough: (a) The Company will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly: (1) declare or pay any dividend or make any distribution on its Equity Interests (other than dividends or distributions paid in the Company’s Qualified Equity Interests) held by Persons other than the Company or any of its Restricted Subsidiaries; (2) purchase, redeem or otherwise acquire or retire for value any Equity Interests of the Company held by Persons other than the Company or any of its Restricted Subsidiaries; (3) repay, redeem, repurchase, defease or otherwise acquire or retire for value, or make any payment on or with respect to, any Debt that is unsecured, Junior Lien Debt or Subordinated Debt (other than (x) a payment of interest or principal at Stated Maturity thereof or the redemption, repurchase or other acquisition or retirement for value of any Debt that is unsecured, Junior Lien Debt or Subordinated Debt in anticipation of satisfying a scheduled maturity, sinking fund or amortization or other installment obligation, in each case due within one year of the date of such redemption, repurchase, acquisition or retirement; or (4) make any Restricted Investment (all such payments and other actions set forth in clauses (1) through (4) above being collectively referred to as “Restricted Payments”); unless, at the time of, and after giving effect to, the proposed Restricted Payment: (i) issuance no Default or incurrence date, Event of Default has occurred and is continuing as applicable, a consequence of the First Refinancing Debt and the Additional Preferred Shares and such Restricted Payment; (ii) the redemption Company could Incur at least $1.00 of additional Debt under the Fixed Charge Coverage Ratio Test set forth in Section 4.09(a) hereof; (iii) the aggregate amount expended for all Restricted Payments made on or after the Issue Date (excluding Restricted Payments permitted by clauses (2), (3), (4), (5), (6), or (12) or (13) of paragraph (b) of this Section 4.07), would not exceed the sum of: (A) 50% of the aggregate amount of the Consolidated Net Income (or, if the Consolidated Net Income is a loss, minus 100% of the amount of the loss) accrued on a cumulative basis during the period, taken as one accounting period, beginning on the first fiscal quarter commencing after the Issue Date and ending on the last day of the Company’s most recently completed fiscal quarter for which internal financial statements are available at the time of such Restricted Payment; plus (B) 100% of the aggregate net proceeds, including cash proceeds and the Fair Market Value of property other than cash, received by the Company (other than from a Subsidiary) after the Escrow Release Date, (i) from the issuance and sale of its Qualified Equity Interests, including by way of issuance of its Disqualified Equity Interests or Debt to the extent since converted into Qualified Equity Interests of the Company, or (ii) as a contribution to its common equity; plus (C) to the extent that any Unrestricted Subsidiary of the Company designated as such after the Escrow Release Date is redesignated as a Restricted Subsidiary after the Escrow Release Date, the Fair Market Value of the Company’s Restricted Investment in such Subsidiary as of the date of such redesignation; plus (D) to the extent that any Restricted Investment that was made after the Escrow Release Date is (a) sold for cash or otherwise cancelled, liquidated or repaid for cash, the cash return of capital with respect to such Restricted Investment (not included in Consolidated Net Income), less cost of disposition or (b) made in an entity that subsequently becomes a Restricted Subsidiary of the Company that is a Guarantor, the Fair Market Value of such Restricted Investment as of the date of such designation; plus (E) 50% of any dividends received in cash by the Company or a Restricted Subsidiary of the Company that is a Guarantor after the Escrow Release Date from an Unrestricted Subsidiary of the Company, to the extent that such dividends were not otherwise included in the Consolidated Net Income of the Company for such period. The amount of any Restricted Payment, if other than in cash, will be the Fair Market Value, on the date of the Redeemed Debt Restricted Payment, of the assets or securities proposed to be transferred or issued to or by the Company or such Restricted Subsidiary, as the case may be, pursuant to the Restricted Payment, except that the Fair Market Value of any non-cash dividend or distribution paid within 60 days after the date of its declaration shall be on the First Refinancing Date. The First Refinancing Debt shall be issued or incurred in minimum denominations determined as of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereofsuch date. (b) As Section 4.07(b) of the date hereof, the Indenture is hereby amended to delete the stricken text (indicated textually and restated in the same manner its entirety as the following example: stricken text) and to add the bold and double-follows, with additions shown as bolded, underlined text (indicated textually and deletions shown in the same manner as the following example: bold and double-underlined text) as set forth on the Indenture attached as Appendix A hereto. (c) The Exhibits to the Indenture are amended and restated, as reasonably acceptable to the Issuer, the Collateral Manager and the Collateral Trustee in order to make such forms consistent with the terms of the First Refinancing Debt and the Indenture, as amended pursuant to clause (b) above (and the Issuer shall provide, or cause to be provided, to the Collateral Trustee a copy of such amended Exhibits). (d) Notwithstanding anything in the Indenture, the Issuer hereby directs the Collateral Trustee (i) to deposit in the Collection Account and transfer to the Payment Account the proceeds of the First Refinancing Debt and Additional Preferred Shares and any other available funds available for distribution on the First Refinancing Date in an amount necessary to pay the Redemption Prices of the Redeemed Debt and, in each case, any related expenses and other amounts referred to in Section 9.2(d) of the Indenture (as identified by, or on behalf of, the Issuer), in each case, in accordance with Article IX of the Indenture, and (ii) to apply the remaining proceeds of the First Refinancing Debt and Additional Preferred Shares, received on the First Refinancing Date, if any, and amounts in the Collection Account as set forth in the below described final flow of funds. Notwithstanding the foregoing, the Collateral Trustee shall apply any amounts on deposit in any of the Accounts as indicated in the final flow of funds to be provided by the Collateral Manager to the Collateral Trustee on or prior to the First Refinancing Date. (e) The First Refinancing Debt shall be issued substantially in the forms attached to the Indenture and shall be executed by the Issuer and delivered to the Collateral Trustee for authentication and thereupon the same shall be authenticated and delivered to the Issuer by the Collateral Trustee upon Issuer Order and upon receipt by the Collateral Trustee of the followingstrikethrough:

Amendments to the Indenture. The Indenture is hereby amended as follows: (a) The (i) issuance or incurrence date, as applicable, provisions of Section 2.13 of the Indenture following the first paragraph of Section 2.13 are hereby amended and restated in its entirety to read as follows: In the event that an Additional Note is issued pursuant to this Section 2.13 and in reliance on Section 4.11(b)(xxiii) in an amount not to exceed $40.0 million in aggregate principal amount (such Additional Note, the “New Note”), the initial holder of the New Note shall have the right, only upon the occurrence of an Event of Default under Section 7.01(a)(vi) and only if such initial holder shall continue to hold the entire initial principal amount of the New Note, to purchase all, but not less than all, other outstanding Notes from the First Refinancing Debt Supplemental Consenting Holders thereof at a purchase price equal to the principal amount of such Notes, plus accrued and unpaid interest to, but not including, the date of purchase. Such purchase shall be consummated upon reasonable notice to the Trustee and the Additional Preferred Shares and (ii) the redemption date First Supplemental Consenting Holders of the Redeemed Debt Notes and upon such other terms as shall be on the First Refinancing Date. The First Refinancing Debt shall be issued or incurred in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof. (b) As of the date hereof, the Indenture is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the bold and double-underlined text (indicated textually in the same manner as the following example: bold and double-underlined text) as set forth on the Indenture attached as Appendix A hereto. (c) The Exhibits to the Indenture are amended and restated, as reasonably acceptable to the IssuerTrustee, except that any such purchase notice to the Trustee and the First Supplemental Consenting Holders shall be given no later than 15 days before the date of such purchase. Provided that the initial holder of the New Note has caused the deposit of funds with the Trustee sufficient to consummate the purchase of the outstanding Notes on the purchase date, the Collateral Manager and Notes subject to the Collateral Trustee in order purchase right shall be deemed automatically transferred by the First Supplemental Consenting Holder to make such forms consistent with the terms initial holder of the New Note on the purchase date without any further action by the First Refinancing Debt and the IndentureSupplemental Consenting Holder. THE FOREGOING PURCHASE RIGHT IN FAVOR OF THE HOLDER OF THE NEW NOTE (THE “REPURCHASE RIGHT”) IS A MATERIAL INDUCEMENT TO SUCH HOLDER’S PARTICIPATION IN AN OVERALL RESTRUCTURING OF THE COMPANY THAT PROVIDES SUBSTANTIAL BENEFIT AND CONSIDERATION TO THE HOLDERS OF EXISTING NOTES. AS NOTED ELSEWHERE, as amended THE NEW NOTE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE NOTES AND NOTE GUARANTEES INITIALLY ISSUED UNDER THE INDENTURE IN THE EVENT OF A BANKRUPTCY OF THE COMPANY. IN THE EVENT A FIRST SUPPLEMENTAL CONSENTING HOLDER OF NOTES FAILS TO COMPLY WITH THE REPURCHASE RIGHT (A “NON-COMPLIANT HOLDER”), THE HOLDER OF THE NEW NOTE SHALL NOT BE SUBORDINATED IN RIGHT OF PAYMENT IN ANY WAY WITH RESPECT TO THE NON-COMPLIANT HOLDER, WHETHER UNDER THIS INDENTURE, THE NOTE GUARANTEES OR OTHERWISE. On April 9, 2012, an Additional Note was issued pursuant to clause (bSection 2.13 and in reliance on Section 4.11(b)(xxiii) above (and the Issuer shall provide, or cause to be provided, to the Collateral Trustee a copy of such amended Exhibits). (d) Notwithstanding anything in the Indenture, the Issuer hereby directs the Collateral Trustee (i) to deposit in the Collection Account and transfer to the Payment Account the proceeds of the First Refinancing Debt and Additional Preferred Shares and any other available funds available for distribution on the First Refinancing Date in an amount necessary equal to pay $40.0 million in aggregate principal amount (such Additional Note, the Redemption Prices “New Note”). The initial holder of the Redeemed Debt andNew Note (which shall include any wholly-owned subsidiary of the initial holder to which the initial holder transfers its interest in such New Note) shall have the right (such right, in each casethe “Repurchase Right”), only upon the occurrence of an Event of Default under Section 7.01(a)(vi) or Section 7.01(a)(vii) and only if such holder shall continue to hold the entire initial principal amount of the New Note, to purchase all, but not less than all, other outstanding Notes from the Second Supplemental Consenting Holders thereof at a purchase price equal to the principal amount of such Notes, plus accrued and unpaid interest (including interest accruing on or after the commencement of any related expenses and other amounts referred to proceeding referenced in Section 9.2(d7.01(a)(vi) of the Indenture (as identified by, or on behalf of, the Issuer), in each case, in accordance with Article IX Section 7.01(a)(vii) of the Indenture, whether or not such interest would be allowed in any such proceeding) to, but not including, the date of purchase (the “Purchase Date”). Such purchase shall be consummated upon reasonable notice to the Trustee and (ii) to apply the remaining proceeds Second Supplemental Consenting Holders of the First Refinancing Debt Notes, except that any such purchase notice to the Trustee and Additional Preferred Shares, received the Second Supplemental Consenting Holders shall be given no later than 15 days before the Purchase Date. Provided that the initial holder of the New Note has caused the deposit of funds with the Trustee sufficient to consummate the purchase of the outstanding Notes on the First Refinancing Purchase Date, if any, and amounts in the Collection Account as set forth in Notes subject to the below described final flow of funds. Notwithstanding Repurchase Right shall be deemed automatically transferred by the foregoing, Second Supplemental Consenting Holder to the Collateral Trustee shall apply any amounts on deposit in any initial holder of the Accounts as indicated in New Note on the final flow of funds to be provided Purchase Date without any further action by the Collateral Manager Second Supplemental Consenting Holder. Notice of the Repurchase Right to the Collateral Trustee on or prior to Second Supplemental Consenting Holders of the First Refinancing Date. (e) The First Refinancing Debt Notes shall be issued substantially in the forms attached to the Indenture and shall be executed by the Issuer and delivered to the Collateral Trustee for authentication and thereupon the same shall be authenticated and delivered to the Issuer by the Collateral Trustee deemed made upon Issuer Order and upon receipt by the Collateral Trustee occurrence of any of the following: 1. Three Business Days following written notice of the Repurchase Right by the Holder of the New Note to DTC; 2. Three Business Days following written notice of the Repurchase Right by the Holder of the New Note to the Trustee; or 3. Written notice of the Repurchase Right is delivered by the Company to the Trustee directing the Trustee to provide notice to the Second Supplemental Consenting Holders of the Notes. The Company shall provide the notice in subsection 3 above within two Business Days following written notice to the Company by the Holder of the New Note. THE REPURCHASE RIGHT IS A MATERIAL INDUCEMENT TO SUCH HOLDER’S PARTICIPATION IN AN OVERALL RESTRUCTURING OF THE COMPANY THAT PROVIDES SUBSTANTIAL BENEFIT AND CONSIDERATION TO THE HOLDERS OF EXISTING NOTES. AS NOTED ELSEWHERE, THE NEW NOTE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE NOTES AND NOTE GUARANTEES INITIALLY ISSUED UNDER THE INDENTURE IN THE EVENT OF A BANKRUPTCY OF THE COMPANY OR CERTAIN OF ITS SUBSIDIARIES. IN THE EVENT A SECOND SUPPLEMENTAL CONSENTING HOLDER OF NOTES FAILS TO COMPLY WITH THE REPURCHASE RIGHT (A “NON-COMPLIANT HOLDER”), THE HOLDER OF THE NEW NOTE SHALL NOT BE SUBORDINATED IN RIGHT OF PAYMENT IN ANY WAY WITH RESPECT TO THE NONCOMPLIANT HOLDER, WHETHER UNDER THIS INDENTURE, THE NOTE GUARANTEES OR OTHERWISE.