Common use of Defeasance and Discharge Clause in Contracts

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 are satisfied (“Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenture: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 as more fully set forth in such Section, payments of the principal of (any premium, if any) and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, and 10.3, and any ancillary obligations, (C) the rights, powers, trusts, duties, immunities, and other provisions in respect of the Trustee under this Indenture, and (D) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenture: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 as more fully set forth in such Section, payments of the principal of (any premium, if any) and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, and 10.3, and any such ancillary obligations, (C) the rights, powers, trusts, duties, immunities, and other provisions in respect of the Trustee under this Indenture, and (D) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable Subject to this SectionSection 14.05, the Company shall may cause itself to be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such any series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied but subject to satisfaction of the conditions subsequent set forth below (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper such instruments reasonably requested by the Company acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Aa) the rights of Holders holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 14.04 and as more fully set forth in such Section, payments of the principal of (and any premium, if any) premium and interest on such Securities when such payments are due, (Bb) the Company’s obligations with respect to such Securities under Sections 3.4Section 2.07, 3.5Section 2.08, 3.6Section 2.09, 6.7, 10.2, Section 4.02 and 10.3, Section 4.03 and any such obligations as shall be ancillary obligationsthereto, (Cc) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenturehereunder, and (Dd) this Article XIII14. Subject to compliance with this Article XIII14, defeasance with respect to Securities of a series by the Company may exercise its option is permitted under this Section 13.2 14.02 notwithstanding the prior exercise of its option rights under Section 13.3 14.03 with respect to the Securities of such series. Following a Defeasancedefeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option provided in Section 1301 applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such any series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding the Securities of such series to receive, solely from the trust fund described in Section 13.4 1304 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on the Securities of such Securities series when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, and any ancillary obligations1003, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 1302 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default1303.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable provided in Section 13.01 to have this SectionSection 13.02 applied to the Outstanding Securities of any Defeasible Series, the Company shall be deemed to have been discharged from its obligations obligations, with respect to the Outstanding Securities of such series series, as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 13.04 are satisfied (hereinafter called “Defeasance”), and the Trustee shall deliver to the Company appropriate instruments of satisfaction, discharge and release. For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, insofar as such Securities are concerned Indenture (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 13.04 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on such Securities of such series when such payments are due, (B2) the Company’s obligations with respect to the Securities of such Securities series under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.03, (C3) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D4) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under provided in Section 13.01 to have this Section 13.2 13.02 applied to the Outstanding Securities of any Defeasible Series notwithstanding the prior exercise of its option under provided in Section 13.3 with respect 13.01 to have Section 13.03 applied to the Outstanding Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable provided in Section 13.01 to have this SectionSection 13.02 applied to the Outstanding Securities of any Defeasible Series and subject to Section 13.01, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 13.04 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 13.04 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on such Securities of such series when such payments are due, (B2) the Company’s obligations with respect to the Securities of such Securities series under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.03, (C3) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D4) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under provided in Section 13.01 to have this Section 13.2 13.02 applied to the Outstanding Securities of any Defeasible Series notwithstanding the prior exercise of its option under provided in Section 13.3 with respect 13.01 to have Section 13.03 applied to the Outstanding Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable Subject to this SectionSection 14.05, the Company shall may cause itself to be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such any series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied but subject to satisfaction of the conditions subsequent set forth below (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Aa) the rights of Holders holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 14.04 and as more fully set forth in such Section, payments of the principal of (and any premium, if any) premium and interest on such Securities when such payments are due, (Bb) the Company’s obligations with respect to such Securities under Sections 3.4Section 2.07, 3.5Section 2.08, 3.6Section 2.09, 6.7, 10.2, Section 4.02 and 10.3, Section 4.03 and any such obligations as shall be ancillary obligationsthereto, (Cc) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenturehereunder, and (D) this Article XIII14. Subject to compliance with this Article XIII14, defeasance with respect to Securities of a series by the Company may exercise its option is permitted under this Section 13.2 14.02 notwithstanding the prior exercise of its option rights under Section 13.3 14.03 with respect to the Securities of such series. Following a Defeasancedefeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of its option to have this Section applied to the above option applicable to this SectionOutstanding Securities (as a whole and not in part), the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding such Securities of such series as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 12.04 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding such Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 12.04 and as more fully set forth in such Section, payments in respect of the principal of (any of, premium, if any) , and interest on such Securities when such payments are due, (B2) the Company’s obligations with respect to such Securities under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.03, (C3) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D4) this Article XIIIArticle. Subject to compliance with this Article XIIIArticle, the Company may exercise its option under to have this Section 13.2 applied to the Outstanding Securities (as a whole and not in part) notwithstanding the prior exercise of its option under to have Section 13.3 with respect 12.03 applied to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of DefaultSecurities.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable provided in Section 13.01 to this Sectiondefease the Outstanding Securities of a particular series, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the applicable conditions precedent set forth in Section 13.3 13.04 are satisfied (“Defeasance”hereinafter, "DEFEASANCE"). For this purpose, such Defeasance means shall mean that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same); provided, except for however, that the following which rights, obligations, powers, trusts, duties and immunities shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described provided for in Section 13.4 as more fully set forth in such Section13.04, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.05, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIArticle. Subject to compliance with this Article XIIIArticle, the Company may exercise its option with respect to defeasance under this Section 13.2 13.02 notwithstanding the prior exercise of its option with respect to covenant defeasance under Section 13.3 with respect 13.03 in regard to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable provided in Section 14.01 to have this SectionSection 14.02 applied to the Outstanding Securities of any Defeasible Series and subject to the proviso to Section 14.01, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 14.04 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 14.04 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on such Securities of such series when such payments are due, (B2) the Company’s obligations with respect to the Securities of such Securities series under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.03, (C3) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D4) this Article XIIIXIV. Subject to compliance with this Article XIIIXIV, the Company may exercise its option under provided in Section 14.01 to have this Section 13.2 14.02 applied to the Outstanding Securities of any Defeasible Series notwithstanding the prior exercise of its option under provided in Section 13.3 with respect 14.01 to have Section 14.03 applied to the Outstanding Securities of such series. Following a Defeasance, payment of the such Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option set forth in Section 13.1 applicable to this SectionSection 13.2, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense and request of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 and as more fully set forth in such Section, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, and any ancillary obligations, (C) the rights, powers, trusts, duties, immunities, and other provisions in respect immunities of the Trustee under this IndentureSections 3.5, 3.6, 3.7, 3.9, 4.2, 6.7 and Section 10.3(e), and otherwise the duty of the Trustee to authenticate Securities of such series issued on registration of transfer or exchange and (D) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 13.05 as more fully set forth in such Section, payments of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, 10.04 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 13.02 notwithstanding the prior exercise of its option under Section 13.3 13.03 with respect to the Securities of such series. Following a Defeasancedefeasance, payment of the Securities of such series may not be accelerated because of the occurrence and continuance of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable provided in Section 13.01 to this Sectiondefease the Outstanding Securities of a particular series, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the applicable conditions precedent set forth in Section 13.3 13.04 are satisfied (hereinafter, “DefeasanceDEFEASANCE”). For this purpose, such Defeasance means shall mean that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same); provided, except for however, that the following which rights, obligations, powers, trusts, duties and immunities shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described provided for in Section 13.4 as more fully set forth in such Section13.04, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.05, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIArticle. Subject to compliance with this Article XIIIArticle, the Company may exercise its option with respect to defeasance under this Section 13.2 13.02 notwithstanding the prior exercise of its option with respect to covenant defeasance under Section 13.3 with respect 13.03 in regard to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1304 as more fully set forth in such Section, payments of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, 1003 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 1302 notwithstanding the prior exercise of its option under Section 13.3 1303 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable provided in Section 14.01 to have this SectionSection 14.02 applied to the Outstanding Securities of any Defeasible Series and subject to the proviso to Section 14.01, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 14.04 are satisfied (“hereinafter called "Defeasance”"). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 14.04 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on such Securities of such series when such payments are due, (B2) the Company’s 's obligations with respect to the Securities of such Securities series under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, [the covenant requiring the Company to maintain an office or agency for the payment of Securities] and 10.3, and any ancillary obligations[the covenant requiring the Company to hold in trust funds for the payment of Securities], (C3) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D4) this Article XIIIXIV. Subject to compliance with this Article XIIIXIV, the Company may exercise its option under provided in Section 14.01 to have this Section 13.2 14.02 applied to the Outstanding Securities of any Defeasible Series notwithstanding the prior exercise of its option under provided in Section 13.3 with respect 14.01 to have Section 14.03 applied to the Outstanding Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option provided in Section 1201 applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenture: hereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1204 and as more fully set forth in such Section, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, , (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, and any ancillary obligations, 1003, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, and hereunder and (D) this Article XIIITwelve. Subject to compliance with this Article XIIITwelve, the Company may exercise its option under this Section 13.2 1202 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default1203.

Defeasance and Discharge. Upon the Company’s exercise of the above option set forth in Section 13.1 applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 and as more fully set forth in such Sectiontherein, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, and any ancillary obligations, (C) the rights, powers, trusts, duties, immunities, and other provisions in respect immunities of the Trustee under this IndentureSections 3.5, 3.6, 3.7, 3.9, 4.2, 6.7 and Section 10.3(e), and otherwise the duty of the Trustee to authenticate Securities of such series issued on registration of transfer or exchange and (D) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturethereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 as more fully set forth in such Section, payments of the principal of (any premiumand premium and interest, if any, on) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, 10.3 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, or any Authenticating Agent hereunder and (D) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option provided in Section 1301 applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such any series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding the Securities of such series to receive, solely from the trust fund described in Section 13.4 1304 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on the Securities of such Securities series when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.71002, 10.2, 1003 and 10.3, and any ancillary obligations1004, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 1302 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default1303.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable provided in Section 1301 to have this SectionSection 1302 applied to the Outstanding Securities of any series, the Company and any Guarantor (if applicable) shall be deemed to have been discharged from its obligations their obligations, and the provisions of Article Seventeen shall cease to be effective, with respect to the Outstanding Securities of such series as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 1304 are satisfied (“hereinafter called "Defeasance”"). For this purpose, such Defeasance means that the Company and any Guarantor (if applicable) shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such the Securities and the Guarantee (if applicable) of such series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1304 and as more fully set forth in such Section, payments in respect of the principal of (any principal, premium, if any) , and interest interest, if any, on such Securities of such series when such payments are due, (B2) the Company’s 's and any Guarantor's (if applicable) obligations with respect to the Securities of such Securities series under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, 1006 and any ancillary obligationsArticle Sixteen, (C3) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee hereunder, including, without limitation, its rights under this Indenture, Section 607 and (D4) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under provided in Section 1301 to have this Section 13.2 1302 applied to the Outstanding Securities of any series notwithstanding the prior exercise of its option under provided in Section 13.3 with respect 1301 to have Section 1303 applied to the Outstanding Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable provided in Section 14.01 to have this SectionSection 14.02 applied to the Outstanding Securities of any Defeasible Series and subject to the proviso to Section 14.01, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 14.04 are satisfied (“hereinafter called "Defeasance”"). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 14.04 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on such Securities of such series when such payments are due, (B2) the Company’s 's obligations with respect to the Securities of such Securities series under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.03, (C3) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D4) this Article XIIIXIV. Subject to compliance with this Article XIIIXIV, the Company may exercise its option under provided in Section 14.01 to have this Section 13.2 14.02 applied to the Outstanding Securities of any Defeasible Series notwithstanding the prior exercise of its option under provided in Section 13.3 with respect 14.01 to have Section 14.03 applied to the Outstanding Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s Issuer's exercise of the above option applicable to this Section, the Company Issuer shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, receive solely from the trust fund described in Section 13.4 12.4 and as more fully set forth in such Section, payments in respect of the principal of (any premium, if any) and interest on such Securities when such payments are due, (B) the Company’s Issuer's obligations with respect to such Securities under Sections 2.8, 2.9, 2.11, 3.2 and 3.4, 3.5, 3.6, 6.7, 10.2, and 10.3, and any ancillary obligations, (C) the rights, powers, trusts, duties, immunities, and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIITwelve. Subject to compliance with this Article XIIITwelve, the Company Issuer may exercise its option under this Section 13.2 12.2 notwithstanding the prior exercise of its option options under Section 13.3 12.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the CompanyIssuer’s exercise of the above option applicable provided in Section 13.1 to have this SectionSection 13.2 applied to all the Notes, the Company Issuer shall be deemed to have been discharged from its obligations with respect to the Notes Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 13.4 are satisfied (a “Defeasance”). For this purpose, such Defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series Notes and to have satisfied all its other obligations under such Securities the Notes and this Indenture, insofar as such Securities are concerned including the provisions of Article XII (and the Trustee, upon Company Order and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), ) except for the following following, which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Aa) the rights of Holders of Outstanding Securities of such series Noteholders to receive, solely from the trust fund described in Section 13.4 and as more fully set forth in such Section, payments in respect of the principal of (any premium, if any) and interest (including any Additional Amounts) on such Securities the Notes when such payments are due, (Bb) the CompanyIssuer’s obligations with respect to such Securities Notes under Sections 3.42.12, 3.52.13, 3.62.14, 6.72.15, 10.22.16, and 10.36.10, and any ancillary obligations8.4, (Cc) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (Dd) this Article XIIIXIII and the Issuer’s obligations to the Trustee under Section 8.5. Subject to compliance with this Article XIII, the Company Issuer may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default13.3.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option provided in Section 1301 applicable to this Section, the Company and the Subsidiary Guarantors shall be deemed to have been discharged from its their respective obligations with respect to the Outstanding Securities of such any series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding the Securities of such series to receive, solely from the trust fund described in Section 13.4 1304 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on the Securities of such Securities series when such payments are due, (B) the Company’s 's and the Subsidiary Guarantors' respective obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.71002, 10.2, 1003 and 10.3, and any ancillary obligations1004, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 1302 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default1303.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option provided in Section 1301 applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such any series on and the 91st day after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding the Securities of such series to receive, solely from the trust fund described in Section 13.4 1304 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on the Securities of such Securities series when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4Section 304, 3.5305, 3.6306, 6.71002, 10.2, 1003 and 10.3, and any ancillary obligations1004, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenturehereunder, including, without limitation, Section 607 and (D) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 1302 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default1303.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable Subject to this SectionSection 14.05, the Company shall may cause itself to be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such any series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied but subject to satisfaction of the conditions subsequent set forth below (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper such instruments reasonably requested by the Company acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Aa) the rights of Holders holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 14.04 and as more fully set forth in such Section, payments of the principal of (and any premium, if any) premium and interest on such Securities when such payments are due, (Bb) the Company’s obligations with respect to such Securities under Sections 3.4Section 2.07, 3.5Section 2.08, 3.6Section 2.09, 6.7, 10.2, Section 4.02 and 10.3, Section 4.03 and any such obligations as shall be ancillary obligationsthereto, (Cc) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenturehereunder, and (D) this Article XIII14. Subject to compliance with this Article XIII14, defeasance with respect to Securities of a series by the Company may exercise its option is permitted under this Section 13.2 14.02 notwithstanding the prior exercise of its option rights under Section 13.3 14.03 with respect to the Securities of such series. Following a Defeasancedefeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option set forth in Section 13.1 applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 and as more fully set forth in such Section, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, and any ancillary obligations, (C) the rights, powers, trusts, duties, immunities, and other provisions in respect immunities of the Trustee under this IndentureSections 3.5, 3.6, 3.7, 3.9, 4.2, 6.7 and Section 10.3(e), and otherwise the duty of the Trustee to authenticate Securities of such series issued on registration of transfer or exchange and (D) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable provided in Section 13.01 to have this SectionSection 13.02 applied to the Outstanding Securities of any Defeasible Series, the Company shall be deemed to have been discharged from its obligations obligations, with respect to the Outstanding Securities of such series series, as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 13.04 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such series and this Indenture with respect to such Securities and this Indenture, insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the samesame provided to it by the Company), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 13.04 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on such Securities of such series when such payments are due, (B2) the Company’s obligations with respect to the Securities of such Securities series under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.03, (C3) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D4) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under provided in Section 13.01 to have this Section 13.2 13.02 applied to the Outstanding Securities of any Defeasible Series notwithstanding the prior exercise of its option under provided in Section 13.3 with respect 13.01 to have Section 13.03 applied to the Outstanding Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this Section, Section the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 8.4 are satisfied (“"Defeasance”"). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities outstanding Securities, which shall thereafter be deemed to be "outstanding" only for the purposes of such series Section 8.5 and the other Sections of this Indenture referred to in Paragraphs (a) and (b) below, and to have satisfied all of its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the samesame following delivery by the Company to the Trustee of an Officer's Certificate and Opinion of Counsel stating that all such conditions have been satisfied), except for the following which shall survive until otherwise terminated or discharged under this Indenture: hereunder: (Aa) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 8.4 and as more fully set forth in such Section, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, , (Bb) the Company’s 's obligations with respect to such Securities under Sections 3.42.4, 3.52.5, 3.62.9, 6.72.10, 10.2, 2.12 and 10.3, and any ancillary obligations, 4.7. (Cc) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenturehereunder, and and (Dd) this Article XIII8. Subject to compliance with this Article XIII8, the Company may exercise its option under this Section 13.2 8.2 notwithstanding the prior exercise of its option under Section 13.3 8.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of DefaultSecurities.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option provided in Section 12.1 applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities (including any obligations in respect of such series Liens then securing the Securities) on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding such Securities of such series to receive, solely from the trust fund described in Section 13.4 12.4 and as more fully set forth in such Section, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, and any ancillary obligations, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIITwelve. Subject to compliance with this Article XIIITwelve, the Company may exercise its option under this Section 13.2 12.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default12.3.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1304 as more fully set forth in such Section, payments of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, 1003 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 1302 notwithstanding the prior exercise of its option under Section 13.3 1303 with respect to the Securities of such series. Following a Defeasancedefeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable Subject to this SectionSection 14.05, the Company shall may cause itself to be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such any series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied but subject to satisfaction of the conditions subsequent set forth below (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 14.04 and as more fully set forth in such Section, payments of the principal of (and any premium, if any) premium and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.42.07, 3.52.08, 3.62.09, 6.7, 10.2, 4.02 and 10.3, 4.03 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIII14. Subject to compliance with this Article XIII14, defeasance with respect to Securities of a series by the Company may exercise its option is permitted under this Section 13.2 14.02 notwithstanding the prior exercise of its option rights under Section 13.3 14.03 with respect to the Securities of such series. Following a Defeasancedefeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable provided in Section 13.01 to have this SectionSection 13.02 applied to the Outstanding Securities of any Defeasible Series, the Company shall be deemed to have been discharged from its obligations obligations, with respect to the Outstanding Securities of such series series, as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 13.04 are satisfied (hereinafter called “Defeasance”), and the Trustee shall deliver to the Company appropriate instruments of satisfaction, discharge and release (such instruments to be in form and substance reasonably satisfactory to the Trustee). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, insofar as such Securities are concerned Indenture (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments (such instruments to be in form and substance reasonably satisfactory to the Trustee) acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 13.04 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on such Securities of such series when such payments are due, (B2) the Company’s obligations with respect to the Securities of such Securities series under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.03, (C3) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D4) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under provided in Section 13.01 to have this Section 13.2 13.02 applied to the Outstanding Securities of any Defeasible Series notwithstanding the prior exercise of its option under provided in Section 13.3 with respect 13.01 to have Section 13.03 applied to the Outstanding Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable provided in Section 14.01 to have this SectionSection 14.02 applied to the Outstanding Notes, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series Notes as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 14.04 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series Notes and to have satisfied all its other obligations under such Securities the Notes and this Indenture, Indenture insofar as such Securities the Notes are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding Securities of such series Notes to receive, solely from the trust fund described in Section 13.4 14.04 and as more fully set forth in such Section, payments in respect of the principal of (any premium, if any) and interest on such Securities Notes when such payments are due, (B2) the Company’s obligations with respect to such Securities the Notes under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.03, (C3) the rights, protections, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D4) this Article XIIIXIV. Subject to compliance with this Article XIIIXIV, the Company may exercise its option under provided in Section 14.01 to have this Section 13.2 14.02 applied to the Outstanding Notes notwithstanding the prior exercise of its option under provided in Section 13.3 with respect 14.01 to have Section 14.03 applied to the Securities of such seriesOutstanding Notes. Following a Defeasance, payment of the Securities of such series Notes may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable to this Section, the The Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 1304 are satisfied (“hereinafter called "Defeasance”"). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all of its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Aa) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1304 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on such Securities of such series when such payments are due, (Bb) the Company’s 's obligations with respect to the Securities of such Securities series under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, and any ancillary obligations1003, (Cc) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee here under this Indenture, and (Dd) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under defease the Outstanding Securities of any series pursuant to this Section 13.2 1302 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment Defeasance of the Outstanding Securities of such series may not be accelerated because of an Event of Defaultpursuant to Section 1303.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable provided in Section 13.01 to have this SectionSection 13.02 applied to the Outstanding Securities of any Defeasible Series and subject to Section 13.01, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 13.04 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the request and expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 13.04 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on such Securities of such series when such payments are due, (B2) the Company’s 's obligations with respect to the Securities of such Securities series under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.03, (C3) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D4) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under provided in Section 13.01 to have this Section 13.2 13.02 applied to the Outstanding Securities of any Defeasible Series notwithstanding the prior exercise of its option under provided in Section 13.3 with respect 13.01 to have Section 13.03 applied to the Outstanding Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "DEFEASANCE"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1404 as more fully set forth in such Section, payments of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, 1003 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIIIFourteen. Subject to compliance with this Article XIIIFourteen, the Company may exercise its option under this Section 13.2 1402 notwithstanding the prior exercise of its option under Section 13.3 1403 with respect to the Securities of such series. Following a Defeasancedefeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.. -63-

Defeasance and Discharge. Upon the Company’s exercise under Section 11.1 of the above option applicable to this SectionSection 11.2, the Company shall be deemed to have been discharged from its obligations with respect to the all Outstanding Securities of such the applicable series on and after the date the conditions precedent set forth in Section 13.3 11.4 are satisfied (hereinafter referred to as “Defeasancelegal defeasance”). For this purpose, such Defeasance legal defeasance means that the Company shall be deemed (a) to have paid and discharged the entire indebtedness represented by its obligations under the Outstanding Securities of such series series; provided, however that the Securities shall continue to be deemed to be “Outstanding” for purposes of Section 11.5 and the other Sections of this Indenture referred to in clauses (i) and (ii) below, and (b) to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Ai) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 11.4 and as more fully set forth in such Section, payments in respect of the principal of (any and premium, if any, on) and interest on such Securities when such payments are duedue (or at such time as the Securities would be subject to redemption at the option of the Company in accordance with this Indenture), (Bii) the Company’s obligations with respect to such Securities of the Company under Sections 3.42.4, 3.52.5, 3.62.6, 6.72.7, 10.22.8, 2.9, 2.11, 4.8, 4.14, 5.6, 5.9, 5.10, 9.1, 9.2, 9.3 and 10.3, and any ancillary obligations9.4, (Ciii) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee hereunder and (iv) the obligations of the Company under this Indenture, and (D) this Article XIIIXI. Subject to compliance with this Article XIIIXI, the Company may exercise its option under Section 11.1 applicable to this Section 13.2 11.2 notwithstanding the prior exercise of its option under Section 13.3 with respect 11.1 applicable to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of DefaultSection 11.3.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 and as more fully set forth in such Section, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, and any ancillary obligations, (C) the rights, powers, trusts, duties, immunities, and other provisions in respect immunities of the Trustee under this IndentureSections 3.5, 3.6, 3.7, 3.9, 4.2, 6.7 and the last paragraph of Section 10.3, and otherwise the duty of the Trustee to authenticate Securities of such series issued on registration of transfer or exchange and (D) this Article XIII. Subject to compliance with Thirteen and (E) any other Section of this Article XIII, the Company may exercise its option under this Indenture contemplated by Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.3.1

Defeasance and Discharge. Upon the Company’s 's exercise of the above option provided in Section 1101 applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series Defeasible Series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities of such series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding such Securities of such series to receive, solely from the trust fund described in Section 13.4 1104 and as more fully set forth in such Section, payments in respect of the principal of (any premium, if any) and interest on such Securities of such series when such payments are due, (B) the Company’s 's obligations with respect to the Securities of such Securities series under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, and any ancillary obligations1003, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIEleven. Subject to compliance with this Article XIIIEleven, the Company may exercise its option under this Section 13.2 1102 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default1103.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1304 and as more fully set forth in such Section, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.7607, 10.2, 1002 and 10.3, and any ancillary obligations1003, (C) the rights, powers, trusts, duties, immunities, and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 1302 notwithstanding the prior exercise of its option under Section 13.3 1303 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable provided in Section 1301 to have this SectionSection 1302 applied to the Outstanding Securities of any series, the Company shall be deemed to have been discharged from its obligations obligations, with respect to the Outstanding Securities of such series as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 1304 are satisfied (“hereinafter called "Defeasance”"). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1304 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on such Securities of such series when such payments are due, (B2) the Company’s 's obligations with respect to the Securities of such Securities series under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, and any ancillary obligations1003, (C3) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee hereunder, including, without limitation, its rights under this Indenture, Section 607 and (D4) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under provided in Section 1301 to have this Section 13.2 1302 applied to the Outstanding Securities of any series notwithstanding the prior exercise of its option under provided in Section 13.3 with respect 1301 to have Section 1303 applied to the Outstanding Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 12.03 and as more fully set forth in such Section, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.4Section 3.04, 3.5Section 3.05, 3.6Section 3.06, 6.7Section 5.02, 10.2, Section 7.02 and 10.3, and any ancillary obligationsSection 7.03, (C) the rights, powers, trusts, duties, immunities, and other provisions in respect immunities of the Trustee under this IndentureSection 3.05, Section 3.06, Section 3.07, Section 3.08, Section 3.09, Section 4.02, Section 5.04, Section 5.06, Section 7.03(f) and Section 9.07, and otherwise the duty of the Trustee to authenticate Securities of such series issued on registration of transfer or exchange and (D) this Article XIIIARTICLE Twelve. Subject to compliance with this Article XIIIARTICLE Twelve, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default12.02.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option provided in SECTION 13.01 applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such any series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "DEFEASANCE"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding the Securities of such series to receive, solely from the trust fund described in Section 13.4 SECTION 13.04 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on the Securities of such Securities series when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4SECTIONS 3.04, 3.53.05, 3.63.06, 6.710.02, 10.2, 10.03 and 10.3, and any ancillary obligations10.04, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIARTICLE THIRTEEN. Subject to compliance with this Article XIIIARTICLE THIRTEEN, the Company may exercise its option under this Section 13.2 13.02 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of DefaultSECTION 13.03.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option provided in SECTION 13.01 applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such any series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "DEFEASANCE"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding the Securities of such series to receive, solely from the trust fund described in Section 13.4 SECTION 13.04 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on the Securities of such Securities series when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4SECTIONS 3.04, 3.53.05, 3.63.06, 6.710.02, 10.2, 10.03 and 10.3, and any ancillary obligations10.04, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIARTICLE THIRTEEN. Subject to compliance with this Article XIIIARTICLE THIRTEEN, the Company may exercise its option under this Section 13.2 SECTION 13.02 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of DefaultSECTION 13.03.

Defeasance and Discharge. Upon the Company’s exercise of the above option set forth in Section 13.1 applicable to this SectionSection 13.2, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense and request of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 and as more fully set forth in such Section, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, and any ancillary obligations, (C) the rights, powers, trusts, duties, immunities, indemnities and other provisions in respect immunities of the Trustee under this IndentureSections 3.5, 3.6, 3.7, 3.9, 4.2, 6.7 and Section 10.3(e), and otherwise the duty of the Trustee to authenticate Securities of such series issued on registration of transfer or exchange and (D) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the CompanyIssuer’s exercise under Section 8.01 of the above option applicable to this SectionSection 8.02, the Company Issuer shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series Notes on and after the date the conditions precedent set forth in Section 13.3 8.04 are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness Debt represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, insofar outstanding Notes except as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indentureto: (Aa) the rights of Holders of Outstanding Securities of such series outstanding Notes to receive, solely from the trust fund described receive payments in Section 13.4 as more fully set forth in such Section, payments respect of the principal of (any of, premium, if any) , and interest on such Securities Notes when such payments are due, (Bb) the CompanyIssuer’s obligations with to issue temporary Notes, register the transfer or exchange of any Notes, replace mutilated, destroyed, lost or stolen Notes, maintain an office or agency for payments in respect to of the Notes and segregate and hold such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, and 10.3, and any ancillary obligationspayments in trust, (Cc) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indentureand the obligations of the Issuer and the Subsidiary Guarantors in connection therewith, and (Dd) the legal defeasance provisions of this Article XIIIIndenture. Subject to compliance with this Article XIIIEight, the Company Issuer may exercise its option under this Section 13.2 8.02 notwithstanding the prior exercise of its option under Section 13.3 8.03 below with respect to the Securities of such seriesNotes. Following a DefeasanceIf the Issuer exercises its legal defeasance option, payment of the Securities of such series Notes may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon exercise by the Company’s exercise Issuer of the above option provided in Section 15(a) applicable to this SectionSection 15(b), the Company Issuer shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Agreement insofar as such the Securities are concerned (and the Trustee, upon Company Order Issuer and at the expense of the Company, Fiscal Agent shall execute proper instruments acknowledging the same), except for the following following, which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Ai) the rights of Holders holders of Outstanding the Securities of such series to receive, solely from the trust fund described in Section 13.4 15(d) and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) and interest on such the Securities when such payments are due, (Bii) the CompanyIssuer’s obligations with respect to such the Securities under Sections 3.41(d), 3.52, 3.64(a), 6.76, 10.27, 8(a), 8(b) and 10.310 of this Agreement and paragraphs 3, 4(a), 6, 10 (insofar as it relates to Sections 8(a) and any ancillary obligations8(b) of this Agreement), (C) the rights, powers, trusts, duties, immunities, 11 and other provisions in respect 12 of the Trustee under this Indenture, Securities and (Diii) this Article XIIISection 15. Subject to compliance with this Article XIIISection 15, the Company Issuer may exercise its option under this Section 13.2 15(b) notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default15(c).

Defeasance and Discharge. Upon the Company’s exercise of the above option provided in Section 14.1 applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such any series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the such Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Aa) the rights of Holders of Outstanding Securities holders of such series Securities to receive, solely from the trust fund described in Section 13.4 14.4 hereof and as more fully set forth in such Section, payments in respect of the principal of (any premiumand interest and Additional Amounts, if any) and interest , on such Securities when such payments are due, (Bb) the Company’s obligations with respect to such Securities under Sections 3.43.9, 3.53.10, 3.6, 6.7, 10.2, 4.2 and 10.3, and any ancillary obligations11.4 hereof, (Cc) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (Dd) this Article XIIIFourteen. Subject to compliance with this Article XIIIFourteen, the Company may exercise its option under this Section 13.2 14.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default14.3.

Defeasance and Discharge. Upon the CompanyIssuer’s exercise of the above option applicable provided in Section 13.1 to have this SectionSection 13.2 applied to all the Notes, the Company Issuer shall be deemed to have been discharged from its obligations with respect to the Notes Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 13.4 are satisfied (a “Defeasance”). For this purpose, such Defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series Notes and to have satisfied all its other obligations under such Securities the Notes and this Indenture, insofar as such Securities are concerned including the provisions of Article XII (and the Indenture Trustee, upon Company Order and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), ) except for the following following, which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Aa) the rights of Holders of Outstanding Securities of such series Noteholders to receive, solely from the trust fund described in Section 13.4 and as more fully set forth in such Section, payments in respect of the principal of (any premium, if any) and interest (including any Additional Amounts) on such Securities the Notes when such payments are due, (Bb) the CompanyIssuer’s obligations with respect to such Securities Notes under Sections 3.42.12, 3.52.13, 3.62.14, 6.72.15, 10.22.16, and 10.36.10, and any ancillary obligations8.4, (Cc) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Indenture Trustee under this Indenture, hereunder and (Dd) this Article XIIIXIII and the Issuer’s obligations to the Indenture Trustee under Section 8.5. Subject to compliance with this Article XIII, the Company Issuer may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default13.3.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1305 as more fully set forth in such Section, payments of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, 1004 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenturehereunder and the Company's obligations in connection therewith, and (D) this Article XIIIArticle. Subject to compliance with this Article XIIIArticle, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 1303 with respect to the Securities of such series. Following a Defeasancedefeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable Subject to this SectionSection 14.05, the Company shall may cause itself to be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such any series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied but subject to satisfaction of the conditions subsequent set forth below (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 14.04 and as more fully set forth in such Section, payments of the principal of (and any premium, if any) premium and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.42.07, 3.52.08, 3.62.09, 6.7, 10.2, 4.02 and 10.3, 4.03 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIII14. Subject to compliance with this Article XIII14, defeasance with respect to the Securities of a series by the Company may exercise its option is permitted under this Section 13.2 14.02 notwithstanding the prior exercise of its option rights under Section 13.3 14.03 with respect to the Securities of such series. Following a Defeasancedefeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable to this Section, the The Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 1304 are satisfied (“hereinafter called "Defeasance”"). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all of its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Aa) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1304 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on such Securities of such series when such payments are due, (Bb) the Company’s 's obligations with respect to the Securities of such Securities series under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, and any ancillary obligations1003, (Cc) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (Dd) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under defease the Outstanding Securities of any series pursuant to this Section 13.2 1302 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment Defeasance of the Outstanding Securities of such series may not be accelerated because of an Event of Defaultpursuant to Section 1303.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this SectionSection 12.02, the Company shall be deemed to have been discharged from its their respective obligations with respect to the Outstanding Securities of such series Notes on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series Notes and to have satisfied all its other obligations under such Securities Notes and this Indenture, Indenture insofar as such Securities Notes are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenture: hereunder: (Aa) the rights of Holders of Outstanding Securities of such series Notes to receive, solely from the trust fund described in Section 13.4 12.04 and as more fully set forth in such SectionSection 12.04, payments in respect of the principal of (any and premium, if any) , and interest on such Securities Notes when such payments are due, ; (Bb) the Company’s 's obligations with respect to such Securities Notes under Sections 3.43.04, 3.53.05, 3.63.07, 6.76.07, 10.2, 10.02 and 10.3, and any ancillary obligations, 10.03; (Cc) the rights, powers, trusts, duties, immunities, duties and immunities and other provisions in respect of the Trustee under this Indenture, and hereunder; and (Dd) this Article XIII12. Subject to compliance with this Article XIII12, the Company may exercise its option under this Section 13.2 12.02 notwithstanding the prior exercise of its option under Section 13.3 12.03 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of DefaultNotes.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturethereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 as more fully set forth in such Section, payments of the principal of (any premiumand premium and interest, if any, on) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, 10.3 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder or any Authenticating Agent and (D) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon The provisions of Sections 4.2 and 4.3 shall apply to the Company’s exercise Securities of each series that is issued on or after the above option applicable date hereof unless specifically otherwise provided in a Board Resolution, Officers' Certificate or indenture supplemental hereto provided pursuant to Section 3.1 In addition to discharge of this SectionIndenture pursuant to Section 4.1, in the Company shall be deemed to have been discharged from its obligations case of any series of Securities with respect to which the Outstanding Securities exact amount described in subparagraph (a) of Section 4.4 can be determined at the time of making the deposit referred to in such series on and after the date the conditions precedent set forth in Section 13.3 are satisfied subparagraph (“Defeasance”a). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by on all the Outstanding Securities of such a series as provided in this Section on and after the date the conditions set forth in Section 4.4 are satisfied, and the provisions of this Indenture with respect to the Securities of such series shall no longer be in effect (except as to (i) rights of registration of transfer and to have satisfied all its other obligations under exchange of Securities of such series, (ii) substitution of mutilated, defaced, destroyed, lost or stolen Securities and this Indentureof such series, insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenture: (Aiii) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in subparagraph (a) of Section 13.4 as more fully set forth in such Section4.4, payments of the principal of (any premiumthereof and interest, if any) , thereon upon the original stated due dates therefor (but not upon acceleration), and interest on remaining rights of the Holders of Securities of such Securities when such payments are dueseries to receive mandatory sinking fund payments, if any, (B) the Company’s obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, and 10.3, and any ancillary obligations, (Civ) the rights, powersobligations, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenturehereunder, and (Dv) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.Section

Defeasance and Discharge. Upon the Company’s exercise of the above option provided in Section 12.01 applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series Notes on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series Notes and to have satisfied all its other obligations under such Securities Notes and this Indenture, Indenture insofar as such Securities Notes are concerned (and the Trustee, upon Company Order and at the request and expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Ai) the rights of Holders of Outstanding Securities of such series Notes to receive, solely from the trust fund described in Section 13.4 12.04 and as more fully set forth in such Section, payments in respect of the principal of (any amount of, premium, if any) any and interest on such Securities Notes when such payments are due, (Bii) the Company’s obligations with respect to such Securities Notes under Sections 3.43.05, 3.53.06, 3.63.07, 6.73.08, 10.25.15, 10.03, 10.14, 10.16 and 10.3, and any ancillary obligations, 10.17 (Ciii) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee hereunder (including, claims of, or payments to the Trustee under this Indenture, Section 6.06) and (Div) this Article XIIIXII. Subject to compliance with this Article XIIIXII, the Company may exercise its option under this Section 13.2 12.02 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default12.03.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.3 of the above option applicable to this SectionSection 8.4, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Defeased Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities defeased Securities, which shall thereafter be deemed to be "outstanding" only for the purposes of such series Sections 2.4, 2.5, 2.6, 2.8, 2.9, 2.11, 2.12, 4.1, 4.5, 6.6, 6.7, 7.7, 7.8 and 8.2 of this Indenture and the Company shall be deemed to have satisfied all its other obligations under such series of Securities and this Indenture, Indenture insofar as such series of Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, and, upon written request, shall execute proper instruments acknowledging the same), except for ) subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding such Securities of such series to receive, solely from the trust fund described in Section 13.4 8.6 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, and 10.3, and any ancillary obligations, (C2) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D3) this Article XIIIVIII. Subject to compliance with this Article XIIIVIII, the Company may exercise its option under this Section 13.2 8.4 notwithstanding the prior exercise of its option under Section 13.3 8.5 with respect to the Securities a series of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of DefaultSecurities.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option provided in Section 1101 applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenture: hereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1104 and as more fully set forth in such Section, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, , (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, and any ancillary obligations, 1003, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, and hereunder and (D) this Article XIIIEleven. Subject to compliance with this Article XIIIEleven, the Company may exercise its option under this Section 13.2 1102 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default1103.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable provided in Section 14.01 to have this SectionSection 14.02 applied to the Outstanding Notes, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series Notes as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 14.04 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series Notes and to have satisfied all its other obligations under such Securities the Notes and this Indenture, Indenture insofar as such Securities the Notes are concerned (and the TrusteeTrustees, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding Securities of such series Notes to receive, solely from the trust fund described in Section 13.4 14.04 and as more fully set forth in such Section, payments in respect of the principal of (any premium, if any) and interest on such Securities Notes when such payments are due, (B2) the Company’s obligations with respect to such Securities the Notes under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.03, (C3) the rights, protections, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, Trustees hereunder and (D4) this Article XIIIXIV. Subject to compliance with this Article XIIIXIV, the Company may exercise its option under provided in Section 14.01 to have this Section 13.2 14.02 applied to the Outstanding Notes notwithstanding the prior exercise of its option under provided in Section 13.3 with respect 14.01 to have Section 14.03 applied to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of DefaultOutstanding Notes.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable provided in Section 13.01 to this Sectiondefease the Outstanding Securities of a particular series, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the applicable conditions precedent set forth in Section 13.3 13.04 are satisfied (“Defeasance”hereinafter, "DEFEASANCE"). For this purpose, such Defeasance means shall mean that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same); provided, except for however, that the following which rights, obligations, powers, trusts, duties and immunities shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described provided for in Section 13.4 as more fully set forth in such Section13.04, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.07, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIArticle. Subject to compliance with this Article XIIIArticle, the Company may exercise its option with respect to Defeasance under this Section 13.2 13.02 notwithstanding the prior exercise of its option with respect to Covenant Defeasance under Section 13.3 with respect 14.03 in regard to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturethereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 as more fully set forth in such Section, payments of the principal of (any premiumand premium and interest, if any, on) and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, 10.3 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable provided in Section 14.01 to this Sectiondefease the Outstanding Securities of a particular series, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the applicable conditions precedent set forth in Section 13.3 14.04 are satisfied (“Defeasance”hereinafter, "DEFEASANCE"). For this purpose, such Defeasance means shall mean that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same); provided, except for however, that the following which rights, obligations, powers, trusts, duties and immunities shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described provided for in Section 13.4 as more fully set forth in such Section14.04, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 11.02 and 10.3, and any ancillary obligations11.09, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIArticle. Subject to compliance with this Article XIIIArticle, the Company may exercise its option with respect to Defeasance under this Section 13.2 14.02 notwithstanding the prior exercise of its option with respect to Covenant Defeasance under Section 13.3 with respect 14.03 in regard to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the CompanyIssuer’s exercise under Section 8.01 of the above option applicable to this SectionSection 8.02, the Company Issuer shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series Notes on and after the date the conditions precedent set forth in Section 13.3 8.04 are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Defeasance Legal defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness Debt represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, insofar outstanding Notes except as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indentureto: (Aa) the rights of Holders holders of Outstanding Securities of such series outstanding Notes to receive, solely from the trust fund described receive payments in Section 13.4 as more fully set forth in such Section, payments respect of the principal of (any of, premium, if any) , and interest on such Securities Notes when such payments are due, (Bb) the CompanyIssuer’s obligations with to issue temporary Notes, register the transfer or exchange of any Notes, replace mutilated, destroyed, lost or stolen Notes, maintain an office or agency for payments in respect to of the Notes and segregate and hold such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, and 10.3, and any ancillary obligationspayments in trust, (Cc) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indentureand the obligations of the Issuer and the Subsidiary Guarantors in connection therewith, and (Dd) the legal defeasance provisions of this Article XIIIIndenture. Subject to compliance with this Article XIIIEight, the Company Issuer may exercise its option under this Section 13.2 8.02 notwithstanding the prior exercise of its option under Section 13.3 8.03 below with respect to the Securities of such seriesNotes. Following a DefeasanceIf the Issuer exercises its legal defeasance option, payment of the Securities of such series Notes may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon exercise by the Company’s exercise Issuer of the above option provided in Section 15(a) applicable to this SectionSection 15(b), the Company Issuer shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Agreement insofar as such the Securities are concerned (and the Trustee, upon Company Order Issuer and at the expense of the Company, Fiscal Agent shall execute proper instruments acknowledging the same), except for the following following, which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Ai) the rights of Holders holders of Outstanding the Securities of such series to receive, solely from the trust fund described in Section 13.4 15(d) and as more fully set forth in such Section, payments in respect of the principal of (any of, premium, if any) , and any interest on such the Securities when such payments are due, (Bii) the CompanyIssuer’s obligations with respect to such the Securities under Sections 3.41(d), 3.52, 3.64, 6.76, 10.27, 8(a), 8(b) and 10.310 of this Agreement and paragraphs 3, 4, 6, 10 (insofar as it relates to Sections 8(a) and any ancillary obligations8(b) of this Agreement), (C) the rights, powers, trusts, duties, immunities, 11 and other provisions in respect 12 of the Trustee under this Indenture, Securities and (Diii) this Article XIIISection 15. Subject to compliance with this Article XIIISection 15, the Company Issuer may exercise its option under this Section 13.2 15(b) notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default15(c).

Defeasance and Discharge. Upon the Company’s exercise of the above option set forth in Section 13.1 applicable to this SectionSection 13.2, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense and request of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 and as more fully set forth in such Section, payments in respect of the principal of (any and premium, if any) and interest on such Securities Secu rities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, and any ancillary obligations, (C) the rights, powers, trusts, duties, immunities, and other provisions in respect immunities of the Trustee under this IndentureSections 3.5, 3.6, 3.7, 3.9, 4.2, 6.7 and Section 10.3(e), and otherwise the duty of the Trustee to authenticate Securities of such series issued on registration of transfer or exchange and (D) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon exercise by the Company’s exercise Issuer of the above option provided in Section 14(a) applicable to this SectionSection 14(b), the Company Issuer shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“hereinafter, "Defeasance”"). For this purpose, such Defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Agreement insofar as such the Securities are concerned (and the Trustee, upon Company Order Issuer and at the expense of the Company, Fiscal Agent shall execute proper instruments acknowledging the same), except for the following following, which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Ai) the rights of Holders holders of Outstanding the Securities of such series to receive, solely from the trust fund described in Section 13.4 14(d) and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) and interest on such the Securities when such payments are due, (Bii) the Company’s Issuer's obligations with respect to such the Securities under Sections 3.41(d), 3.52, 3.64(a), 6.75, 10.26, 7(a), 7(b) and 10.39 of this Agreement and paragraphs 3, 4(a), 9 (insofar as it relates to Sections 7(a) and any ancillary obligations7(b) of this Agreement), (C) the rights, powers, trusts, duties, immunities, 10 and other provisions in respect 11 of the Trustee under this Indenture, Securities and (Diii) this Article XIIISection 14. Subject to compliance with this Article XIIISection 14, the Company Issuer may exercise its option under this Section 13.2 14(b) notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default14(c).

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the request and expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturethereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 as more fully set forth in such Section, payments of the principal of (any premiumand premium and interest, if any, on) and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, 10.3 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this SectionSection with respect to Securities of any series, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“hereinafter called "Defeasance”"). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding such Securities of such series and to have satisfied all its other obligations under the Outstanding Securities of such Securities series and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of the Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1303 and as more fully set forth in such Section, payments in respect of the principal of (any premium, if any) Amount Payable at Maturity and interest Cash Interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, and any ancillary obligations1003, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIISixteen. Subject to compliance with this Article XIIISixteen, the Company may exercise its option under this Section 13.2 with respect to Securities of any series notwithstanding the prior exercise of its option under Section 13.3 1303 with respect to the such Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of its option to effect a defeasance of the above option applicable Securities of a series pursuant to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1403 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, and any ancillary obligations1003, (C) the rights, powers, trusts, duties, immunities, and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of DefaultFourteen.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the request and expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturethereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 14.4 as more fully set forth in such Section, payments of the principal of (any premiumand premium and interest, if any, on) and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, 10.3 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIIIFourteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 14.2 notwithstanding the prior exercise of its option under Section 13.3 14.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may Monies held in trust pursuant to this Section 14.2 shall not be accelerated because of an Event of Defaultsubject to Article Fifteen.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1305 as more fully set forth in such Section, payments of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, 1004 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 1302 notwithstanding the prior exercise of its option under Section 13.3 1303 with respect to the Securities of such series. Following a Defeasancedefeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "DEFEASANCE"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1404 as more fully set forth in such Section, payments of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, 1003 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIIIFourteen. Subject to compliance with this Article XIIIFourteen, the Company may exercise its option under this Section 13.2 1402 notwithstanding the prior exercise of its option under Section 13.3 1403 with respect to the Securities of such series. Following a Defeasancedefeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 and as more fully set forth in such Section, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, and any ancillary obligations, (C) the rights, powers, trusts, duties, immunities, and other provisions in respect immunities of the Trustee under this IndentureSections 3.5, 3.6, 3.7, 3.9, 4.2, 6.7 and the last paragraph of Section 10.3, and otherwise the duty of the Trustee to authenticate Securities of such series issued on registration of transfer or exchange and (D) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the option provided in Section 13.1 above option applicable to this Sectiondefease the Outstanding Securities of a particular series, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the applicable conditions precedent set forth in Section 13.3 13.4 below are satisfied (“hereinafter, "Defeasance”"). For this purpose, such Defeasance means shall mean that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same); provided, except for however, that the following which rights, obligations, powers, trusts, duties and immunities shall survive until otherwise terminated or discharged under this Indenture: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described provided for in Section 13.4 as more fully set forth in such Sectionbelow, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.710.1, 10.2, 10.2 and 10.3, and any ancillary obligations10.8 above, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, Indenture and (D) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option with respect to Defeasance under this Section 13.2 notwithstanding the prior exercise of its option with respect to Covenant Defeasance under Section 13.3 with respect below in regard to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option provided in Section 1301 applicable to this Section, the Company shall be deemed to have been discharged from its any and all obligations with respect to the Outstanding Securities of such any series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding the Securities of such series to receive, solely from the trust fund described in Section 13.4 1304 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on the Securities of such Securities series when such payments are due, (B2) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.71002, 10.2, 1003 and 10.3, and any ancillary obligations1004, (C3) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenturehereunder and the Company's obligation to the Trustee hereunder (including, but not limited to Section 607), and (D4) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 1302 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default1303.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option provided in Section 14.1 applicable to this SectionSection 14.2 with respect to the Securities of any series, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series (other than those specified in the next sentence) on and after the date the applicable conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "legal defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding such Securities of such series to receive, solely from the trust fund described in Section 13.4 14.4 and as more fully set forth in such Section, payments in respect of the principal of (any premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 6.2 and 10.3, 6.26 and any ancillary obligationswith respect to the Trustee under Section 9.7, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIXIV. Subject to compliance with the applicable conditions under this Article XIIIXIV, the Company may exercise its option under this Section 13.2 14.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default14.3.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this SectionSection with respect to the Outstanding Securities of a particular series, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper power instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1304 as more fully set forth in such Section, payments of the principal of (any premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.7607, 10.21002, 1003 and 10.3, 1306 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, indemnities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIIIThirteen. Subject to compliance with this Article XIII, the Company may exercise its option under this Section 13.2 1302 notwithstanding the prior exercise of its option under Section 13.3 1303 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise ------------------------ of the above option specified in Section 8.3 applicable to this SectionSection with respect to the Securities of or within a series, the Company and the Guarantors shall be deemed to have been discharged from its obligations with respect to the Outstanding such Securities of such series on and after the date the conditions precedent set forth in Section 13.3 8.6 are satisfied (“Defeasance”hereinafter "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by such Securities which shall thereafter be deemed to be "Outstanding" only for the Outstanding Securities purposes of such series Section 8.7 and the other Sections of this Indenture referred to in clause (ii) of this Section, and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall on a Company Order execute proper instruments acknowledging the same), except for the following following, which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Ai) the rights of Holders of Outstanding such Securities of such series to receive, solely from the trust fund funds described in Section 13.4 8.6(a) and as more fully set forth in such Section, payments in respect of the principal of (any of, premium, if any) , and interest interest, if any, on such Securities when such payments are due, ; (Bii) the Company’s 's and the Guarantors' obligations with respect to such Securities under Sections 3.42.3, 3.52.6, 3.62.9, 6.7, 10.2, 3.2 and 10.3, and any ancillary obligations, 3.3; (Ciii) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (Div) this Article XIIIVIII. Subject to compliance with this Article XIIIVIII, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 8.5 with respect to the Securities of such seriesSecurities. Following a Defeasancedefeasance, payment of the such Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option provided in Section 1301 applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such any series on and after the date the conditions precedent set forth in Section 13.3 1304 are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding the Securities of such series to receive, solely from the trust fund described in Section 13.4 1304 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on the Securities of such Securities series when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.71002, 10.2, 1003 and 10.3, and any ancillary obligations1004, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 1302 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default1303.

Defeasance and Discharge. Upon the CompanyIssuer’s exercise of the above option applicable to this Section, the Company Issuer shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, receive solely from the trust fund described in Section 13.4 12.4 and as more fully set forth in such Section, payments in respect of the principal of (any premium, if any) and interest on such Securities when such payments are due, (B) the CompanyIssuer’s obligations with respect to such Securities under Sections 2.8, 2.9, 2.11, 3.2 and 3.4, 3.5, 3.6, 6.7, 10.2, and 10.3, and any ancillary obligations, (C) the rights, powers, trusts, duties, immunities, and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIITwelve. Subject to compliance with this Article XIIITwelve, the Company Issuer may exercise its option under this Section 13.2 12.2 notwithstanding the prior exercise of its option options under Section 13.3 12.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable provided in Section 13.01 to have this SectionSection 13.02 applied to the Outstanding Securities of any Defeasible Series and subject to Section 13.01, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 13.04 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under the Securities of such Securities series and this Indenture, Indenture insofar as the Securities of such Securities series are concerned (and the Trustee, upon Company Order and at the expense of the Table of Contents Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 13.04 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on such Securities of such series when such payments are due, (B2) the Company’s obligations with respect to the Securities of such Securities series under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.03, (C3) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D4) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under provided in Section 13.01 to have this Section 13.2 13.02 applied to the Outstanding Securities of any Defeasible Series notwithstanding the prior exercise of its option under provided in Section 13.3 with respect 13.01 to have Section 13.03 applied to the Outstanding Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option provided in Section 1101 applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such the relevant series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such the relevant series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenture: hereunder: (A) the rights of Holders of Outstanding Securities of such the relevant series to receive, solely from the trust fund described in Section 13.4 1104 and as more fully set forth in such Section, payments in respect of the principal of (any and premium, if any) and interest on such Securities of such series when such payments are due, , (B) the Company’s 's obligations with respect to such Securities of such series under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, and any ancillary obligations, 1003, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenturewith respect to Securities of such series hereunder, and and (D) this Article XIIIEleven. Subject to compliance with this Article XIIIEleven, the Company may exercise its option under this Section 13.2 1102 with respect to such Securities notwithstanding the prior exercise of its option under Section 13.3 1103 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of DefaultSecurities.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable provided in Section 13.01 to this Sectiondefease the Outstanding Securities of a particular series, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the applicable conditions precedent set forth in Section 13.3 13.04 are satisfied (hereinafter, “Defeasance”). For this purpose, such Defeasance means shall mean that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same); provided, except for however, that the following which rights, obligations, powers, trusts, duties and immunities shall survive until otherwise terminated or discharged under this Indenturehereunder: (Aa) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described provided for in Section 13.4 as more fully set forth in such Section13.04, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (Bb) the Company’s obligations with respect to such Securities under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.08, (Cc) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (Dd) this Article XIIIArticle. Subject to compliance with this Article XIIIArticle, the Company may exercise its option with respect to Defeasance under this Section 13.2 13.02 notwithstanding the prior exercise of its option with respect to Covenant Defeasance under Section 13.3 with respect 13.03 in regard to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable to this SectionSection with respect to the Outstanding Securities of a particular series, the Company shall be deemed to have been discharged from its obligations obligations, and the provisions of Article XVI shall cease to be effective, with respect to the Outstanding Securities of such series (except for certain obligations to register the transfer or exchange of Securities of such series, to replace stolen, lost or mutilated Securities of such series, and to maintain paying agencies) on and after the date the conditions precedent set forth in Section 13.3 14.04 are satisfied (hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the CompanyCompany and upon Company Request, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 14.04 as more fully set forth in such Section, payments of the principal of (and any premium, if any) premium and interest on such Securities when such payments are due, (B) the Company’s and the Trustee’s obligations with respect to such Securities under Sections 3.4Section 3.04, 3.5Section 3.05, 3.6Section 3.06, 6.7Section 6.07, 10.2, Section 10.02 and 10.3, Section 10.03 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIIIXIV. Subject to compliance with this Article XIIIXIV, the Company may exercise its option under this Section 13.2 14.02 notwithstanding the prior exercise of its option under Section 13.3 14.03 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable provided in Section 13.01 to this Sectiondefease the Outstanding Securities of a particular series, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the applicable conditions precedent set forth in Section 13.3 13.04 are satisfied (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance means shall mean that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same); provided, except for however, that the following which rights, obligations, powers, trusts, duties and immunities shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described provided for in Section 13.4 as more fully set forth in such Section13.04, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.43.04, 3.53.05, 3.63.06, 6.76.07, 10.2, 10.02 and 10.3, and any ancillary obligations10.08, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIArticle. Subject to compliance with this Article XIIIArticle, the Company may exercise its option with respect to defeasance under this Section 13.2 13.02 notwithstanding the prior exercise of its option with respect to covenant defeasance under Section 13.3 with respect 13.03 in regard to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.1 of the above option applicable to this SectionSection 8.2, the Company shall shall, subject to the satisfaction of the conditions set forth in Section 8.4, be deemed to have been discharged from its obligations with respect to all outstanding Notes and the Outstanding Securities of such series related Guarantees on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“hereinafter, "Defeasance”"). For this purpose, such Defeasance means that the Company Company, a Guarantor, if applicable, and any other obligor under this Indenture shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities outstanding Notes, which shall thereafter be deemed to be "outstanding" only for the purposes of such series Section 8.5 and the other Sections of this Indenture referred to in (a) and (b) below, and to have satisfied all its other obligations under such Securities Notes and this Indenture, insofar as such Securities are concerned Indenture (and the Trustee, upon Company Order on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Aa) the rights of Holders of Outstanding Securities of such series outstanding Notes to receive, solely from the trust fund described in Section 13.4 8.4, and as more fully set forth in such SectionSection 8.4, payments in respect of the principal of (any of, premium, if any) , Liquidated Damages, if any, and interest on such Securities Notes when such payments are due, (Bb) the Company’s 's obligations with respect to such Securities Notes under Sections 3.4, 3.5, 3.6, 6.7, 10.2, Article II and 10.3, and any ancillary obligationsSection 4.2, (Cc) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and the Company's obligations in connection therewith and (Dd) this Article XIIIVIII. Subject to compliance with this Article XIIIVIII, the Company may exercise its option under this Section 13.2 8.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default8.3.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this SectionSection with respect to defeasance of the Outstanding Securities of a particular series, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 as more fully set forth in such Section, payments of the principal of (any premium, if any) and interest on such Securities when such payments are dueas set forth therein, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.76.8, 10.2, and 10.3, 10.3 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, indemnities, and other provisions in respect of the Trustee under this Indenturehereunder, and (D) this Article XIII13. Subject to the compliance with this Article XIII13, the Company may exercise its option under this Section 13.2 13.3 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of its option to have this Section applied to the above option applicable to this SectionOutstanding Securities (as a whole and not in part), the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding such Securities of such series as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 12.4 are satisfied (“hereinafter called "Defeasance”"). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding such Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 12.4 and as more fully set forth in such SectionSec- 128 tion, payments in respect of the principal of (any of, premium, if any) , and interest on such Securities when such payments are due, (B2) the Company’s 's obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, and any ancillary obligations, (C3) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D4) this Article XIIIArticle. Subject to compliance with this Article XIIIArticle, the Company may exercise its option under to have this Section 13.2 applied to the Outstanding Securities (as a whole and not in part) notwithstanding the prior exercise of its option under to have Section 13.3 with respect 12.3 applied to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of DefaultSecurities.

Defeasance and Discharge. Upon exercise by the Company’s exercise Issuer of the above option provided in Section 15(a) applicable to this SectionSection 15(b), the Company Issuer shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company Issuer shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Agreement insofar as such the Securities are concerned (and the Trustee, upon Company Order Issuer and at the expense of the Company, Fiscal Agent shall execute proper instruments acknowledging the same), except for the following following, which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Ai) the rights of Holders holders of Outstanding the Securities of such series to receive, solely from the trust fund described in Section 13.4 15(d) and as more fully set forth in such Section, payments in respect of the principal of (any of, premium, if any) , and any interest on such the Securities when such payments are due, (Bii) the Company’s Issuer's obligations with respect to such the Securities under Sections 3.41(d), 3.52, 3.64, 6.76, 10.27, 8(a), 8(b) and 10.310 of this Agreement and paragraphs 3, 4, 6, 10 (insofar as it relates to Sections 8(a) and any ancillary obligations8(b) of this Agreement), (C) the rights, powers, trusts, duties, immunities, 11 and other provisions in respect 12 of the Trustee under this Indenture, Securities and (Diii) this Article XIIISection 15. Subject to compliance with this Article XIIISection 15, the Company Issuer may exercise its option under this Section 13.2 15(b) notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default15(c).

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 are satisfied (“Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenture: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 as more fully set forth in such Section, payments of the principal of (any premium, if any) and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, and 10.3, and any ancillary obligations, (C) the rights, powers, trusts, duties, immunities, and other provisions in respect of the Trustee under this Indenture, and (D) this Article XIII. Subject to compliance with this Article XIII, the Company may exercise its option under this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default. .

Defeasance and Discharge. Upon the Company’s 's exercise of the above its option applicable (if any) to have this SectionSection applied to any Securities, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding such Securities of such series as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 are satisfied (“hereinafter called "Defeasance”"). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding such Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A1) the rights of Holders of Outstanding such Securities of such series to receive, solely from the trust fund described in Section 13.4 13.3 and as more fully set forth in such Section, payments in respect of the principal of (any premium, if any) and interest on such Securities when such payments are due, (B2) the Company’s 's obligations with respect to such Securities under Sections Section 3.4, Section 3.5, Section 3.6, 6.7, 10.2, Section 10.2 and Section 10.3, and any ancillary obligations, (C3) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D4) this Article XIIIArticle. Subject to compliance with this Article XIIIArticle, the Company may exercise its option under (if any) to have this Section 13.2 notwithstanding the prior exercise of its option under Section 13.3 with respect applied to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Defaultany Securities.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (hereinafter, “Defeasancedefeasance”). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the request and expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturethereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 as more fully set forth in such Section, payments of the principal of (any premiumand premium and interest, if any, on) and interest on such Securities when such payments are due, (B) the Company’s obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, 10.3 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 14.2 notwithstanding the prior exercise of its option under Section 13.3 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable provided in Section 13.01 to this Sectiondefease the Outstanding Securities of a particular series, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the applicable conditions precedent set forth in Section 13.3 13.04 are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance means shall mean that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same); provided, except for however, that the following which rights, obligations, powers, trusts, duties and immunities shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described provided for in Section 13.4 as more fully set forth in such Section13.04, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.43.04, 3.53.05, 3.63.06, 6.7, 10.2, 10.02 and 10.3, and any ancillary obligations10.08, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIArticle. Subject to compliance with this Article XIIIArticle, the Company may exercise its option with respect to defeasance under this Section 13.2 13.02 notwithstanding the prior exercise of its option with respect to covenant defeasance under Section 13.3 with respect 13.03 in regard to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, including the provisions of Article Thirteen hereof, insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1405 as more fully set forth in such Section, payments of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, 1004 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIIIFourteen. Subject to compliance with this Article XIIIFourteen, the Company may exercise its option under this Section 13.2 1402 notwithstanding the prior exercise of its option under Section 13.3 1403 with respect to the Securities of such series. Following a Defeasancedefeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this Section, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 below are satisfied (“Defeasance”hereinafter, "DEFEASANCE"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenture: hereunder: (Aa) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 13.04 and as more fully set forth in such Section, payments in respect of the principal of (any and premium, if any) and interest interest, if any, on and Additional Amounts, if any, with respect to, such Securities when such payments are due, ; (Bb) the Company’s 's obligations with respect to such Securities under Sections 3.43.04, 3.53.05, 3.63.06, 6.76.07, 10.210.02, 10.03 and 10.3, and 10.06 (but only to the extent that any ancillary obligations, Additional Amounts payable exceed the amount deposited in respect of such Additional Amounts pursuant to Section 13.04(a) below); (Cc) the rights, powers, trusts, duties, immunities, duties and immunities and other provisions in respect of the Trustee under this Indenture, and hereunder; and (Dd) this Article XIII13. Subject to compliance with this Article XIII13, the Company may exercise its option under this Section 13.2 13.02 notwithstanding the prior exercise of its option under Section 13.3 13.03 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the CompanyCorporation’s exercise of its option (if any) to have this Section applied to any Securities or any series of Securities, as the above option applicable to this Sectioncase may be, the Company Corporation and the Guarantors shall be deemed to have been discharged from its their respective obligations with respect to the Outstanding such Securities of such series as provided in this Section on and after the date the conditions precedent set forth in Section 13.3 14.4 are satisfied (hereinafter called “Defeasance”). For this purpose, such Defeasance means that the Company Corporation shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding such Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the CompanyCorporation, shall execute proper instruments acknowledging the same), except for subject to the following which shall survive until otherwise terminated or discharged under this Indenture: hereunder: (A1) the The rights of Holders of Outstanding such Securities of such series to receive, solely from the trust fund described in Section 13.4 14.4 and as more fully set forth in such Section, payments in respect of the principal of (and any premium, if any) premium and interest on on, or any Additional Amounts with respect to, such Securities when such payments are due, , (B2) the CompanyThe Corporation’s obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 10.2 and 10.3, and any ancillary obligations, , (C3) the The rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenturehereunder and the Corporation’s obligations with respect thereto, and and (D4) this This Article XIII14. Subject to compliance with this Article XIII14, the Company Corporation may exercise its option under (if any) to have this Section 13.2 applied to any Securities notwithstanding the prior exercise of its option under (if any) to have Section 13.3 with respect 14.3 applied to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of DefaultSecurities.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable to this SectionSection 1302, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the conditions precedent set forth in Section 13.3 1304 are satisfied (“Defeasance”hereinafter, "defeasance"). For this purpose, such Defeasance defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all of its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (Ai) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 1305 as more fully set forth in such Section, payments of the principal of (and any premium, if any) and premium or interest on such Securities when such payments are due, (Bii) the Company’s 's obligations with respect to such Securities under Sections 3.4304, 3.5305, 3.6306, 6.7, 10.2, 1002 and 10.3, 1004 and any such obligations as shall be ancillary obligationsthereto, (Ciii) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, Indenture and (Div) this Article XIIIThirteen. Subject to compliance with this Article XIIIThirteen, the Company may exercise its option under this Section 13.2 1302 notwithstanding the prior exercise of its option under Section 13.3 1303 with respect to the Securities of such series. Following a Defeasancedefeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s 's exercise of the above option applicable provided in Section 14.1 to this Sectiondefease the Outstanding Securities of a particular series, the Company shall be deemed to have been discharged from its obligations with respect to the Outstanding Securities of such series on and after the date the applicable conditions precedent set forth in Section 13.3 14.4 are satisfied (“Defeasance”hereinafter, "DEFEASANCE"). For this purpose, such Defeasance means shall mean that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the Company, shall execute proper instruments acknowledging the same); provided, except for however, that the following which rights, obligations, powers, trusts, duties and immunities shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described provided for in Section 13.4 as more fully set forth in such Section14.4, payments in respect of the principal of (any and premium, if any) and interest on such Securities when such payments are due, (B) the Company’s 's obligations with respect to such Securities under Sections 3.4, 3.5, 3.6, 6.7, 10.2, 11.2 and 10.3, and any ancillary obligations11.9, (C) the rights, powers, trusts, duties, immunities, duties and other provisions in respect immunities of the Trustee under this Indenture, hereunder and (D) this Article XIIIArticle. Subject to compliance with this Article XIIIArticle, the Company may exercise its option with respect to Defeasance under this Section 13.2 14.2 notwithstanding the prior exercise of its option with respect to Covenant Defeasance under Section 13.3 with respect 14.3 in regard to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.

Defeasance and Discharge. Upon the Company’s exercise of the above option applicable to this SectionSection with respect to the Outstanding Securities of a particular series, the Company shall be deemed to have been discharged from its obligations obligations, and the provisions of Article XVI shall cease to be effective, with respect to the Outstanding Securities of such series (except for certain obligations to register the transfer or exchange of Securities of such series, to replace stolen, lost or mutilated Securities of such series, and to maintain paying agencies) on and after the date the conditions precedent set forth in Section 13.3 14.04 are satisfied (hereinafter, “Defeasance”). For this purpose, such Defeasance means that the Company shall be deemed to have paid and discharged the entire indebtedness represented by the Outstanding Securities of such series and to have satisfied all its other obligations under such Securities and this Indenture, Indenture insofar as such Securities are concerned (and the Trustee, upon Company Order and at the expense of the CompanyCompany and upon Company Request, shall execute proper instruments acknowledging the same), except for the following which shall survive until otherwise terminated or discharged under this Indenturehereunder: (A) the rights of Holders of Outstanding Securities of such series to receive, solely from the trust fund described in Section 13.4 14.04 as more fully set forth in such Section, payments of the principal of (and any premium, if any) premium and interest on such Securities when such payments are due, (B) the Company’s and the Trustee’s obligations with respect to such Securities under Sections 3.4Section 3.04, 3.5Section 3.05, 3.6Section 3.06, 6.7Section 6.07, 10.2Section 10.02, Section 10.03 and 10.3, 13.06 and any such obligations as shall be ancillary obligationsthereto, (C) the rights, powers, trusts, duties, immunities, immunities and other provisions in respect of the Trustee under this Indenture, hereunder and (D) this Article XIIIXIV. Subject to compliance with this Article XIIIXIV, the Company may exercise its option under this Section 13.2 14.02 notwithstanding the prior exercise of its option under Section 13.3 14.03 with respect to the Securities of such series. Following a Defeasance, payment of the Securities of such series may not be accelerated because of an Event of Default.