Common use of Supplemental Indentures Without Consent of Holders Clause in Contracts

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, and the Trustee, at the Company’s expense and direction, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture amend or indentures supplemental hereto supplement this Indenture or the Notes for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Share Exchange Event, to provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) comply with any requirement of the Commission in connection with the qualification of this Indenture under the Trust Indenture Act to the extent this Indenture is qualified thereunder; (i) provide for the issuance of additional Notes; (j) provide for the appointment of a successor Trustee, Note Registrar, Paying Agent, Bid Solicitation Agent or Conversion Agent; (k) comply with the rules of any applicable securities depositary in a manner that does not adversely affect the rights of any Holder; (l) irrevocably elect or eliminate one of the Settlement Methods and/or irrevocably elect a Specified Dollar Amount; (m) increase the Conversion Rate as provided in this Indenture; or (hn) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionwithout notice, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure or supplement any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 1111 or Section 13.07; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants of the Company or Events of Defaults of the Company Default for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or; (hg) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum; (h) to evidence and provide for the appointment under this Indenture of a successor ▇▇▇▇▇▇▇; or (i) to make any other change that does not adversely affect the interests of the Holders in any material respect. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The CompanyWithout the consent of any Holders, the Guarantor, when authorized by or pursuant to a Board Resolution, the resolutions of the Board of Directors, Corporation and the Security Trustee, at the Company’s expense any time and direction, may from time to time and at any time time, may enter into an indenture or indentures supplemental hereto for one or more indentures supplemental hereto, in form satisfactory to the Security Trustee, for any of the following purposes: (a) to cure evidence the succession of another Person to the Guarantor and the assumption by any ambiguity, omission, defect or inconsistency;such successor of the covenants of the Guarantor contained herein; or (b) to provide for add to the assumption by a Successor Company covenants of the obligations of Guarantor or to surrender any right or power herein conferred upon the Company under this Indenture pursuant to Article 11;Guarantor; or (c) to add guarantees with respect to the Notes;any additional Events of Default; or (d) to secure or further secure the Notes;obligations of the Guarantor hereunder; or (e) to evidence and provide for the acceptance of appointment hereunder by a successor trustee with respect to this Guarantee and to add to the covenants or Events of Defaults change any of the Company provisions of this Guarantee as shall be necessary to provide for or facilitate the benefit administration of the Holders or surrender any right or power conferred upon trusts hereunder by more than one trustee, pursuant to the Company;requirements of Section 5.11; or (f) upon the occurrence of to cure any transaction or event described in Section 14.07(a)ambiguity, to (i) provide that correct or supplement any provision herein which may be inconsistent with any other provision herein, or to make any amendment which, in the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms opinion of the Notes described under Section 14.07(a)Security Trustee, relying upon an Opinion of Counsel, does not adversely affect the interests of the Holders in each case, in accordance with Section 14.07;any material respect; or (g) to make supplement any change of the provisions of this Guarantee to such extent as shall be necessary to permit or facilitate the termination of this Guarantee pursuant to Section 4.1; provided that in the opinion of the Security Trustee, relying upon an Opinion of Counsel, any such action (other than any action permitted by Section 4.1) does not adversely affect the rights of any Holder; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent interests of the Holders of in any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02material respect.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto or amend the Securities for one or more of the following purposes, to: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency under this Indenture or the Securities; (b) to provide for the assumption by a Successor Company of the Company’s obligations of the Company under this Indenture pursuant to as set forth in Article 11; (c) to add guarantees with respect to the NotesSecurities; (d) to secure the NotesSecurities; (e) to add to the covenants or Events of Defaults of the Company Default for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or; (g) in connection with any Merger Event, provide that the Securities are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Securities to the extent expressly required by Section 14.07; (h) provide for the issuance of additional Securities pursuant to Section 2.10; (i) conform the provisions of this Indenture or the Notes Securities to the “Description of the Notesnotes” section of the Offering Memorandum; (j) comply with the rules of any applicable Depositary so long as such amendment does not adversely affect the rights of any Holder in any material respect; (k) irrevocably elect or eliminate one of the Settlement Methods and/or irrevocably elect a Specified Dollar Amount; (l) increase the Conversion Rate as provided in this Indenture; or (m) to evidence and provide the acceptance of the appointment of a successor Trustee under this Indenture. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes Securities at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The In addition to any supplemental indenture otherwise authorized by this Indenture, the Company, when authorized by the resolutions of the a Board of DirectorsResolution, and the Trustee, at the Company’s expense and direction, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect), without the consent of the Securityholders, for one or more of the following purposes: (a) to cure any ambiguityevidence the succession of another person to the Company, omission, defect or inconsistency; (b) to provide for and the assumption by a Successor Company any such successor of the obligations covenants of the Company under this Indenture pursuant to Article 11; (c) to add guarantees contained herein or otherwise established with respect to the Notes;Securities; or (d) to secure the Notes; (eb) to add to the covenants or Events of Defaults of the Company such further covenants, restrictions, conditions or provisions for the protection of the holders of the Securities of all or any series, and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, conditions or provisions a default or an Event of Default with respect to such series permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, however, that in respect of any such additional covenant, restriction, condition or provision such supplemental indenture may provide for a particular period of grace after default (which period may be shorter or longer than that allowed in the case of other defaults) or may provide for an immediate enforcement upon such default or may limit the remedies available to the Trustee upon such default or may limit the right of the holders of a majority in aggregate principal amount of the Securities of such series to waive such default; or (c) to cure any ambiguity or to correct or supplement any provision contained herein or in any supplemental indenture which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture, or to make such other provisions in regard to matters or questions arising under this Indenture as shall not be inconsistent with the provisions of this Indenture and shall not adversely affect in any material respect the interests of the holders of the Securities of any series; or (d) to change or eliminate any of the provisions of this Indenture or to add any new provision to this Indenture; provided, however, that such change, elimination or addition shall become effective only when there is no Security outstanding of any series created prior to the execution of such supplemental indenture that is entitled to the benefit of such provisions; or (e) to establish the Holders form or surrender terms of Securities of any right or power conferred upon the Company;series as permitted by Section 2.01; or (f) upon the occurrence to add any additional Events of Default with respect to all or any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms series of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07;outstanding Securities; or (g) to make any change that does not adversely affect provide collateral security for the rights of any HolderSecurities; or (h) to conform provide for the authentication and delivery of bearer securities and coupons appertaining thereto representing interest, if any, thereon and for the procedures for the registration, exchange and replacement thereof and for the giving of notice to, and the solicitation of the vote or consent of, the holders thereof, and for any other matters incidental thereto; or (i) to evidence and provide for the acceptance of appointment hereunder by a separate or successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the Notes administration of the trusts hereunder by more than one Trustee, pursuant to the “Description requirements of Article Seven; or (j) to change any place or places where (1) the Notes” section principal of the Offering Memorandum. Upon the written request and premium, if any, and interest, if any, on all or any series of the CompanySecurities shall be payable, the Trustee is hereby authorized (2) all or any series of Securities may be surrendered for registration of transfer, (3) all or any series of Securities may be surrendered for exchange and (4) notices and demands to join with or upon the Company in the execution respect of all or any such supplemental indenture, to make any further appropriate agreements series of Securities and stipulations that this Indenture may be therein containedserved; provided, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expensehowever, that any such supplemental indenture is authorized and permitted place shall be located in New York, New York or be the principal office of the Company; or (k) to provide for the payment by the terms Company of additional amounts in respect of certain taxes imposed on certain holders and for the treatment of such additional amounts as interest and for all matters incidental thereto; or (l) to provide for the issuance of Securities denominated in a currency other than Dollars or in a composite currency and for all matters incidental thereto. Without limiting the generality of the foregoing, if the Trust Indenture Act as in effect at the date of the execution and delivery of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may or at any time thereafter shall be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.amended and

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or; (g) in connection with any Merger Event, to provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering MemorandumProspectus Supplement; (i) to comply with any requirements of the Commission or any successor in connection with the qualification of this Indenture under the Trust Indenture Act, or (j) appoint a successor trustee for the Notes. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The CompanyWithout the consent of any Holders, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; orHolder as determined by the Board of Directors in good faith; (g) in connection with any Share Exchange Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering MemorandumMemorandum as evidenced in an Officer’s Certificate; (i) to comply with the rules of any applicable Depositary, including The Depository Trust Company, so long as such amendment does not adversely affect the rights of any Holder in any material respect; (j) to appoint a successor trustee with respect to the Notes; (k) to increase the Conversion Rate as provided in this Indenture; or (l) to provide for the acceptance of appointment by a successor Trustee, security registrar, Paying Agent, Bid Solicitation Agent or Conversion Agent to facilitate the administration of the trusts under this Indenture by more than one trustee. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, indenture and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time amend or enter into an indenture or indentures supplemental hereto for one or more of the following purposespurposes to: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency in this Indenture; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the CompanyCompany under this Indenture; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; orHolder in any material respect; (g) increase the Conversion Rate as provided herein; (h) provide for the acceptance of appointment by a successor trustee or facilitate the administration of the trusts under this Indenture by more than one trustee; (i) in connection with any Merger Event, provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (j) comply with the rules of any applicable Depositary, including The Depository Trust Company, so long as such amendment does not materially and adversely affect the rights of any Holder; (k) conform the provisions of this Indenture or the Notes to the “Description of the Notesnotes” section of the Offering Memorandum; or (l) provide for the issuance of additional Notes in accordance with this Indenture. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such amendment or supplemental indenture, indenture and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or; (g) in connection with any Share Exchange Event, to provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notesnotes” section of the Offering MemorandumMemorandum as evidenced in an Officer’s Certificate; (i) to comply with the rules of any applicable Depositary, including The Depository Trust Company, so long as such amendment does not adversely affect the rights of any Holder; (j) to appoint a successor trustee with respect to the Notes; (k) to increase the Conversion Rate as provided in this Indenture; (l) to provide for the acceptance of appointment by a successor Trustee, security registrar, Paying Agent, Bid Solicitation Agent or Conversion Agent to facilitate the administration of the trusts under this Indenture by more than one trustee; or (m) to irrevocably elect a Settlement Method or a Specified Dollar Amount, or eliminate the Company’s right to elect a Settlement Method. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, indenture and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Without the consent of any Holder, the Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency in this Indenture that does not, individually or in the aggregate adversely, affect the rights of any Holder of the Notes in any respect; (b) to provide for the assumption by a Successor Company Continuing Entity of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not not, individually or in the aggregate, adversely affect the rights of any HolderHolder in any respect; or (hg) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency that does not adversely affect Holders, as determined in good faith by the Company; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder, as determined in good faith by the Company; (g) in connection with any Merger Event, provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07, as determined in good faith by the Company; (h) to irrevocably elect or eliminate a Settlement Method and/or irrevocably elect a minimum Specified Dollar Amount; or (hi) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum, as determined in good faith by the Company. Upon the written request of the Company, the Trustee is hereby authorized to and shall be fully protected, and shall join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but except that the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at Trustee may amend or supplement this Indenture or the Company’s expense and direction, may from time to time and at Securities of any time enter into an indenture or indentures supplemental hereto for one or more series without the consent of the following purposesany Holder: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company uncertificated Securities in addition to or in place of the obligations of the Company under this Indenture pursuant to Article 11certificated Securities; (c) to add guarantees with respect provide for the assumption of the Company’s obligations to the NotesHolders of the Securities in the case of any transaction pursuant to Article 9 hereof; (d) to secure evidence and provide for the Notesacceptance of appointment hereunder by a successor trustee and to add to or change any of the provisions of the Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one trustee; (e) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that would provide any additional rights or benefits to the Holders of all or any series of Securities or that does not adversely affect the legal rights hereunder of any such Holder; or (hf) to conform comply with requirements of the provisions Commission in order to effect or maintain the qualification of this Indenture or under the Notes to the “Description of the Notes” section of the Offering MemorandumTrust Indenture Act. Upon the written request of the CompanyCompany accompanied by a resolution of their respective Board of Directors authorizing the execution of any such supplemental indenture, and upon receipt by the Trustee of the documents described in Section 8.04 hereof, the Trustee is hereby authorized to shall join with the Company in the execution of any such supplemental indenture, indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations that which may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, to enter into any such supplemental indenture that which affects the Trustee’s its own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency that does not adversely affect Holders of the Notes; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this the Indenture pursuant to Article 1110; (c) to provide for or confirm the issuance of additional Notes in accordance with the terms of the Indenture; (d) to evidence and provide for the acceptance of appointment under the Indenture by a successor trustee; (e) to add guarantees with respect to the Notes; (df) to secure the Notes; (eg) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (fh) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance comply with Section 14.07; (g11.07(a) to or make any change that does not adversely affect the rights of any Holder; (i) to comply with any requirement of the Commission in connection with the qualification of the Indenture under the Trust Indenture Act; or (hj) to conform the provisions of this the Indenture or the Notes to the “Description of the Notes” section of the Offering MemorandumProspectus Supplement. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this the Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 9.02 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.029.03.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or; (g) in connection with any Merger Event, to provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum; or (i) appoint a successor trustee for the Notes. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The CompanyWithout the consent of any Holders of Securities or Coupons, the Company (when authorized by or pursuant to a Board Resolution), the resolutions of Guarantor (when authorized by or pursuant to a Board Resolution by the Guarantor’s Board of Directors, ) and the Trustee, at the Company’s expense any time and direction, may from time to time and at any time time, may enter into an indenture or indentures supplemental hereto for one or more indentures supplemental hereto, for any of the following purposes: (a1) to cure any ambiguityevidence the succession of another Person to the Company or the Guarantor or both the Company and the Guarantor, omission, defect or inconsistency; (b) to provide for and the assumption by a Successor Company any such successor of the obligations covenants of the Company under this Indenture pursuant to Article 11;and the Guarantor, as applicable, contained herein and in the Securities; or (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e2) to add to the covenants or Events of Defaults of the Company or the Guarantor or both the Company and the Guarantor for the benefit of the Holders of all or any series of Securities (as shall be specified in such supplemental indenture or indentures) or to surrender any right or power herein conferred upon the Company; (f) upon Company or the occurrence of any transaction Guarantor or event described in Section 14.07(a), to (i) provide that both the Notes are convertible into Reference Property, subject to Section 14.02, Company and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any HolderGuarantor; or (h3) to conform add to or change any of the provisions of this Indenture to provide that Bearer Securities may be registrable as to principal, to change or eliminate any restrictions on the Notes payment of principal of, any premium or interest on or any Additional Amounts with respect to Securities, to permit Bearer Securities to be issued in exchange for Registered Securities, to permit Bearer Securities to be exchanged for Bearer Securities of other authorized denominations or to permit or facilitate the issuance of Securities in uncertificated form, provided any such action shall not adversely affect the interests of the Holders of Outstanding Securities of any series or any Coupons appertaining thereto in any material respect; or (4) to establish the forms or terms of Securities of any series and any Coupons appertaining thereto as permitted by Sections 2.1 and 3.1; or (5) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the “Description Securities of the Notes” section one or more series and to add to or change any of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 10.01 6.9; or (6) to cure any ambiguity or to correct or supplement any provision herein which may be executed by defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not adversely affect the Company interests of the Holders of Securities of any series then Outstanding or any Coupons appertaining thereto in any material respect; or (7) to add to, delete from or revise the conditions, limitations and restrictions on the Trustee without authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; or (8) to add any additional Events of Default with respect to all or any series of Securities (as shall be specified in such supplemental indenture); or (9) to supplement any of the consent provisions of this Indenture to such extent as shall be necessary to permit or facilitate the defeasance and discharge of any series of Securities pursuant to Article 4, provided that any such action shall not adversely affect the interests of any Holder of an Outstanding Security of such series and any Coupons appertaining thereto or any other Outstanding Security or Coupon in any material respect; or (10) to secure the Securities; or (11) to make provisions with respect to conversion or exchange rights of Holders of Securities of any series; or (12) to amend or supplement any provision contained herein or in any supplemental indenture, provided that no such amendment or supplement shall materially adversely affect the interests of the Holders of any Securities then Outstanding; or (13) to add any additional guarantees with respect to all or any Securities of the Notes at the time outstanding, notwithstanding any series (as shall be specified in such supplemental indenture); or (14) to add any co-obligors with respect to all or any Securities of the provisions of Section 10.02any series (as shall be specified in such supplemental indenture).

Supplemental Indentures Without Consent of Holders. The CompanyCompany or any Guarantor (with respect to its Note Guarantee), when authorized by the resolutions of the a Board of Directors, Resolution and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, any amendment or supplement to the Notes Documents or any Collateral Documents, without notice to, or the consent of, Holders, for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to provide for any Subsidiary to provide a Note Guarantee, to add guarantees with respect to the Notes, to add security to or for the benefit of the Notes, or to confirm and evidence the release, termination, discharge or retaking of any guarantee or Lien with respect to or securing the Notes when such release, termination, discharge or retaking is provided for under this Indenture or the other Notes Documents, as applicable; (d) to secure provide for the Notesrelease of Collateral from the Lien pursuant to this Indenture and the Collateral Documents when permitted or required by this Indenture; (e) to add to the covenants or Events of Defaults Default of the Company or provide for a Note Guarantee for the benefit of the Holders or surrender any right or power conferred upon the CompanyCompany under this Indenture or any other Note Document; (f) to make any change that does not adversely affect the rights of any Holder; (g) upon the occurrence of any transaction or event described in Section 14.07(a)a Share Exchange Event, solely to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, Property and (ii) effect the related changes to the terms of the Notes described under in Section 14.07(a)14.05, in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights provisions of any Holderthis Indenture; or (h) to conform mortgage, pledge, hypothecate or grant any other Lien in favor of the provisions Collateral Agent for its benefit and the benefit of this Indenture the Secured Parties as additional security for the payment and performance of all or any portion of the Obligations, in any property or assets, including any which are required to be mortgaged, pledged or hypothecated, or in which a Lien is required to be granted to or for the benefit of the Trustee or the Notes Collateral Agent pursuant to the “Description this Indenture, any of the Notes” section of the Offering Memorandumother Notes Documents or otherwise. Upon the written request of the Company, and subject to Section 10.05, the Trustee is and the Collateral Agent are hereby authorized to join with the Company in the execution of any such supplemental indentureindenture or any amendment or supplement to the Notes Documents, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee and the Collateral Agent shall not be obligated to, but may in its their respective discretion, enter into any supplemental indenture indenture, or any amendment or other supplement to the Notes Documents, that affects the Trustee’s own or the Collateral Agent’s respective rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek For the avoidance of doubt, an Opinion of Counsel, at Counsel shall be required in connection with the Company’s expense, that any addition of a Guarantor under this Indenture upon execution and delivery by such Guarantor and the Trustee of a supplemental indenture is authorized and permitted by the terms of to this Indenture and not contrary to lawIndenture. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company Company, the Trustee and the Trustee Collateral Agent without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or, as determined by the Company in good faith; (g) in connection with any Merger Event, to provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum, as evidenced in an Officer’s Certificate; (i) to comply with the rules of any applicable Depositary, including The Depository Trust Company, so long as such amendment does not adversely affect the rights of any Holder; or (j) to appoint a successor trustee with respect to the Notes. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Merger Event, provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering MemorandumMemorandum (as provided for in an Officers’ Certificate delivered to the Trustee). Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act) for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture and the Notes pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or; (hg) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering MemorandumProspectus, as evidenced by an Officer’s Certificate; (h) comply with any requirement of the Commission in connection with the qualification of the Indenture under the Trust Indenture Act; (i) to increase the Conversion Rate as provided in Article 14; (j) provide for the issuance of additional Notes in accordance with the limitations set forth in Section 2.10. (k) to provide for the acceptance or appointment of a successor trustee or facilitate the administration of the trusts under this Indenture by more than one trustee; or (l) in connection with any Specified Corporate Event, provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly contemplated by Section 14.07. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, and the Trustee, at the Company’s expense and direction, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency in this Indenture or the Notes in a manner that does not adversely affect the rights of any Holder; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the a Board of Directors, and the TrusteeResolution, at the Company’s expense and directionexpense, may from time to time and at any time enter time, without notice to or consent of any Holders, amend this Indenture or the Notes, by entering into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Share Exchange Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by the Indenture; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notesnotes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The CompanyWithout the consent of any Holder, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Merger Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency that does not adversely affect Holders; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article ‎Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the CompanyCompany under this Indenture; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any other change that does not adversely affect the rights of any Holder (for the avoidance of doubt, any amendment to conform the terms of this Indenture or the Notes to the description contained in the Offering Memorandum in accordance with ‎Section 10.01(m) below will not be deemed to be adverse to any Holder; or); (g) to increase the Conversion Rate as provided in this Indenture; (h) to provide for the acceptance of appointment by a successor trustee pursuant to ‎Section 7.09 or to facilitate the administration of the trusts under this Indenture by more than one trustee; (i) to provide for the conversion of Notes to satisfy the Company’s Conversion Obligation in accordance with the provisions of this Indenture; (j) in connection with any Merger Event, provide that the notes are convertible into Reference Property, subject to the provisions of ‎Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required or permitted by ‎Article 14; (k) to provide for the issuance of additional Notes in accordance with the terms of this Indenture, to the extent that the Company deems such amendment necessary or advisable in connection with such issuance; provided that that no such amendment or supplement may impair the rights or interests of any Holder of Notes; (l) to comply with any requirement of the Commission in connection with the qualification of this Indenture under the Trust Indenture Act; (m) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum; or (n) to irrevocably elect a Settlement Method and/or Specified Dollar Amount (or a minimum Specified Dollar Amount) or eliminate the Company’s right to elect a Settlement Method. Upon the written request of the Company, the Trustee is hereby authorized to, and shall, subject to Section 10.05, join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but except that the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section ‎Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section ‎Section 10.02.

Supplemental Indentures Without Consent of Holders. The CompanyCompany or any Guarantor (with respect to its Note Guarantee), when authorized by the resolutions of the a Board of Directors, Resolution and the TrusteeTrustee and/or the Collateral Agent (if applicable), at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, any amendment or supplement to the Notes Documents or any Collateral Documents, without notice to, or the consent of, Holders, for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by any Subsidiary to provide a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) Note Guarantee, to add guarantees with respect to the Notes, to add security to or for the benefit of the Notes, or to confirm and evidence the release, termination, discharge or retaking of any guarantee or Lien with respect to or securing the Notes when such release, termination, discharge or retaking is provided for under this Indenture or the other Notes Documents, as applicable; (c) to provide for the release of Collateral from the Lien pursuant to this Indenture and the Collateral Documents when permitted or required by this Indenture; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company or provide for a Note Guarantee for the benefit of the Holders or surrender any right or power conferred upon the CompanyCompany under this Indenture or any other Notes Document; (e) to make any change that does not adversely affect the rights of any Holder; (f) to mortgage, pledge, hypothecate or grant any other Lien in favor of the Collateral Agent for its benefit and the benefit of the Secured Parties as additional security for the payment and performance of all or any portion of the Obligations, in any property or assets, including any which are required to be mortgaged, pledged or hypothecated, or in which a Lien is required to be granted to or for the benefit of the Trustee or the Collateral Agent pursuant to this Indenture, any of the other Notes Documents or otherwise; (g) upon the occurrence of any transaction or event described in Section 14.07(a)an Organic Change, solely to (i) provide that the Notes are to be convertible into Reference Property, subject to Section 14.02, Property and (ii) effect the related changes to the terms of the Notes described under in Section 14.07(a15.01(e), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights provisions of any Holderthis Indenture; or (h) to conform provide for the provisions of this Indenture or the Notes to the “Description assumption by an Acquiring Entity of the Notes” section of the Offering Memorandumobligations required to be assumed by such Acquiring Entity pursuant to Section 15.01(e). Upon the written request of the Company, and subject to Section 10.05, the Trustee is and the Collateral Agent are hereby authorized to join with the Company in the execution of any such supplemental indentureindenture or any amendment or supplement to the Notes Documents, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee and the Collateral Agent shall not be obligated to, but may in its their respective discretion, enter into any supplemental indenture indenture, or any amendment or other supplement to the Notes Documents, that affects the Trustee’s own or the Collateral Agent’s respective rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek For the avoidance of doubt, an Opinion of Counsel, at Counsel shall be required in connection with the Company’s expense, that any addition of a Guarantor under this Indenture upon execution and delivery by such Guarantor and the Trustee of a supplemental indenture is authorized and permitted by the terms of to this Indenture and not contrary to lawIndenture. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company Company, the Trustee and the Trustee Collateral Agent without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions This Section 10.01 shall supersede Section 9.01 of the Board of DirectorsBase Indenture, and any reference in the Base Indenture to Section 9.01 thereof shall be deemed to refer instead to this Section 10.01. The Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency that does not adversely affect Holders of the Notes; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this the Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon to make any change that does not materially adversely affect the occurrence rights of any transaction or event described Holder; (g) in Section 14.07(a)connection with any Merger Event, to (i) provide that the Notes notes are convertible into Reference Property, subject to the provisions of Section 14.02, and (ii) effect the make such related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with to the extent expressly required by Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or (h) to conform the provisions of this the Indenture or the Notes to the “Description of the Notesnotes” section of the Offering MemorandumProspectus Supplement; or (i) evidence and provide for the appointment under the Indenture of a successor trustee. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this the Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the Trustee and the resolutions of the Board of Directors, and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency that does not individually or in the aggregate adversely affect the rights of any Holder of the Notes; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture and the Notes pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any other change that does not adversely affect the rights of any Holder; (g) to appoint a successor trustee with respect to the Notes; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering MemorandumCircular. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; orHolder as determined by the Board of Directors in good faith; (g) in connection with any Share Exchange Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notesnotes” section of the Offering MemorandumMemorandum as evidenced in an Officer’s Certificate; (i) to comply with the rules of any applicable Depositary, including The Depository Trust Company, so long as such amendment does not adversely affect the rights of any Holder in any material respect; (j) to appoint a successor trustee with respect to the Notes; (k) to increase the Conversion Rate as provided in this Indenture; or (l) to provide for the acceptance of appointment by a successor Trustee, security registrar, Paying Agent, Bid Solicitation Agent or Conversion Agent to facilitate the administration of the trusts under this Indenture by more than one trustee. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, indenture and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at Trustee may amend the Company’s expense and direction, may from time to time and at any time Indenture or the Notes or enter into an indenture or indentures supplemental hereto for one without notice to or more the consent of the following purposes:any Holder to (a) to cure any ambiguityambiguities, omissionomissions, defect defects or inconsistencyinconsistencies; (b) make any change that would provide any additional rights or benefits to the Holders of the Notes of a series; (c) provide for or add guarantors with respect to the Notes of any series; (d) secure the Notes of any series; (e) provide for uncertificated Notes of any series in addition to or in place of certificated Notes of the applicable series; (f) evidence and provide for the acceptance of appointment by a successor ▇▇▇▇▇▇▇; (g) provide for the assumption by a Successor Company successor corporation of the Company’s obligations to the Holders of the Company under this Indenture pursuant to Article 11Notes of any series, in compliance with the applicable provisions of the Indenture; (ch) to add guarantees with respect to maintain the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults qualification of the Company for Indenture under the benefit of the Holders or surrender any right or power conferred upon the Company;Trust Indenture Act; or (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or (h) to conform the provisions Holder of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the The Trustee is hereby authorized to join with the Company in the execution of any such amendment or supplemental indenture, to make any further appropriate agreements and stipulations that which may be therein containedcontained and to accept the conveyance, transfer, assignment, mortgage or pledge of any Property thereunder, but the Trustee shall not be obligated to, but may in its discretion, to enter into any such amendment or supplemental indenture that which affects the Trustee’s own rights, duties or immunities under this the Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any amendment or supplemental indenture authorized by the provisions of this Section 10.01 section may be executed by the Company without notice to and the Trustee without the consent of the Holders of any of the Notes at the time outstandingOutstanding, notwithstanding any of the provisions of Section 10.026.03.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency that does not adversely affect Holders of the Notes; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to provide for uncertificated Notes in addition to or in place of Physical Notes; (f) to add to the covenants or Events of Defaults of the Company Default for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any other change that does not adversely affect the rights of any Holder; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notesnotes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at Trustee may amend the Company’s expense and direction, may from time to time and at any time Indenture or the Notes or enter into an indenture or indentures supplemental hereto for one without notice to or more the consent of the following purposesany Holder to: (a) to cure any ambiguityambiguities, omissionomissions, defect defects or inconsistencyinconsistencies as evidenced by an Officer’s Certificate; (b) make any change that would provide any additional rights or benefits to the Holders of the Notes of a series; (c) provide for or add guarantors with respect to the Notes of any series; (d) secure the Notes of any series; (e) provide for uncertificated Notes of any series in addition to or in place of certificated Notes of the applicable series; (f) evidence and provide for the acceptance of appointment by a successor ▇▇▇▇▇▇▇; (g) provide for the assumption by a Successor Company successor corporation of the Company’s obligations to the Holders of the Company under this Indenture pursuant to Article 11Notes of any series, in compliance with the applicable provisions of the Indenture; (ch) to add guarantees with respect to maintain the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults qualification of the Company for Indenture under the benefit of the Holders or surrender any right or power conferred upon the Company;Trust Indenture Act; or (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or (h) to conform the provisions Holder of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandumin any material respect. Upon the written request of the Company, the The Trustee is hereby authorized to join with the Company in the execution of any such amendment or supplemental indenture, to make any further appropriate agreements and stipulations that which may be therein containedcontained and to accept the conveyance, transfer, assignment, mortgage or pledge of any Property thereunder, but the Trustee shall not be obligated to, but may in its discretion, to enter into any such amendment or supplemental indenture that which affects the Trustee’s own rights, duties or immunities under this the Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any amendment or supplemental indenture authorized by the provisions of this Section 10.01 section may be executed by the Company without notice to and the Trustee without the consent of the Holders of any of the Notes at the time outstandingOutstanding, notwithstanding any of the provisions of Section 10.026.03.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this the Indenture pursuant to Article 1110; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the CompanyCompany under the Indenture; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) increase the Conversion Rate as provided in the Indenture; (h) provide for the acceptance of appointment by a successor Trustee pursuant to Section 7.09 or facilitate the administration of the trusts under the Indenture by more than one Trustee; (i) irrevocably elect a Settlement Method or a Specified Dollar Amount with respect to conversions of Notes under the Indenture, or eliminate its right to elect one or more Settlement Methods; (j) in connection with any Merger Event, provide that the notes are convertible into Reference Property, subject to the provisions of Section 11.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 11.07; or (hk) to conform the provisions of this Indenture or the Notes to the “Description comply with any requirement of the Notes” section Commission in connection with the qualification of the Offering MemorandumIndenture under the Trust Indenture Act. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, indenture and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this the Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 9.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.029.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency that does not adversely affect the Holders in any material respect; (b) to provide for the assumption by a Successor Company Person of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Merger Event, provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) increase the Conversion Rate as provided in Article 14; (i) provide for the acceptance of appointment by a successor Trustee or facilitate the administration of the trusts under this Indenture by more than one Trustee; (j) make a Net Share Settlement Election or otherwise irrevocably elect a Settlement Method or a Specified Dollar Amount as provided in Section 14.02, or eliminate the Company’s right to elect a Settlement Method with respect to the Notes, subject to the notice requirements set forth in Section 14.02; or (hk) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the CompanyCompany and subject to Section 10.05, the Trustee is hereby authorized to to, and shall join with the Company in the execution of of, any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency in a manner that does not individually or in the aggregate adversely affect the rights of any Holder of the Notes in any respect; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Merger Event, provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make related changes to the terms of the Notes, in each case to the extent expressly required by Section 14.07; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Without the consent of any Holders, the Company, when authorized by a Board Resolution, the resolutions of the Board of Directors, Guarantors and the Trustee, at the Company’s expense any time and direction, may from time to time and at any time time, may enter into an indenture or indentures supplemental hereto for one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (ai) to cure any ambiguity, omission, defect or inconsistency, as determined in good faith by the Company and evidenced in an Officers’ Certificate; (bii) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11or Guarantors contained herein and the Note Guarantees; (ciii) to add additional guarantees with respect to the Notes; (div) to secure the Notes; (ev) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders Holders, or to surrender any right or power herein conferred upon the Company; (fvi) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder, as determined in good faith by the Company and evidenced in an Officers’ Certificate; (vii) increase the Conversion Rate or provide for a change to Reference Property as provided herein; (viii) provide for the acceptance of appointment by a successor trustee or facilitate the administration of the trust under this Indenture by more than one trustee; (ix) complying with the requirements of the SEC in order to effect or maintain the qualification of this Indenture under the Trust Indenture Act; (x) to allow any Guarantor to execute a supplemental indenture and/or Note Guarantee with respect to the Notes; or (hxi) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenturePrivate Placement Memorandum, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may as evidenced in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02Officers’ Certificate.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental to this Indenture (including the form of agreements attached hereto as exhibits) for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency that is not materially adverse to Holders; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11XI; (c) to add guarantees with respect to the NotesNotes or to release any Guarantor’s Guarantee to the extent permitted under this Indenture; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the CompanyCompany under this Indenture; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; orHolder in any material respect; (g) to increase the Conversion Rate as provided in this Indenture; (h) to conform provide for the acceptance of appointment by a successor trustee pursuant to Section 7.09 or to facilitate the administration of the trusts under this Indenture by more than one trustee; (i) in connection with any Common Stock Change Event, provide that the Notes are convertible into Reference Property, subject to the provisions of Section 13.02, and make such related changes to the terms of the Notes to the extent expressly required or permitted by Article XIII; (j) comply with any requirement of the Commission in connection with any qualification of this Indenture or any supplemental indenture under the Trust Indenture Act; or (k) to provide for the issuance of additional Notes to the “Description of the Notes” section of the Offering Memorandumin accordance with Section 2.11. Upon the written request of the Company, the Trustee is hereby authorized to to, and shall join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but except that the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek receive, and shall be fully protected in conclusively relying upon without liability and without any obligation, an Opinion of Counsel and an Officer’s Certificate each stating that the execution of any amendment, supplement or waiver authorized pursuant to this Section 10.01 is authorized or permitted by this Indenture and all conditions precedent thereto have been complied with. Such Officer’s Certificate or Opinion of Counsel, as applicable, shall be at the expense of the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by Without the resolutions consent of the Board Holders of Directorsthe Outstanding Securities, the Company and the Trustee, at the Company’s expense any time and direction, may from time to time and at any time time, may enter into an indenture or indentures supplemental hereto for one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (a) to cure any ambiguityevidence the succession of another corporation to the Company, omissionor successive successions, defect or inconsistency; (b) to provide for and the assumption by a Successor Company any such successor of the covenants, agreements and obligations of the Company under this Indenture pursuant to Article 11;herein and in the Securities; or (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (eb) to add to the covenants or Events of Defaults of the Company such further covenants, restrictions or conditions for the benefit protection of the Holders of the Securities as the Company and the Trustee shall consider to be for the protection of the Holders of the Securities or to surrender any right or power herein conferred upon the Company;; or (c) to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein or in any supplemental indenture, or to make any other provisions with respect to matters or questions arising under this Indenture that do not adversely affect the interests of the Holders of Securities in any material respect; or (d) to add guarantors or co-obligors with respect to the Securities; or (e) to secure the Securities; or (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes make provision with respect to the terms conversion rights of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07;Holders of Securities pursuant to Article 9; or (g) to make evidence and provide for the acceptance of appointment by another corporation as a successor Trustee hereunder with respect to the Securities and to add to or change any change that does not adversely affect of the rights provisions of any Holderthis Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to Section 5.11 hereof; or (h) to conform comply with the provisions requirements of the Commission in connection with the qualification of this Indenture or under the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, TIA; or (i) to make any further appropriate agreements and stipulations change in the Securities that may be therein contained, but does not adversely affect in any material respect the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent interests of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02Holders.

Supplemental Indentures Without Consent of Holders. The CompanyNotwithstanding Section 10.02, when authorized by without the resolutions consent of any Holder, the Board of Directors, Company and the Trustee, at Trustee may amend or supplement this Indenture or the Company’s expense and direction, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposesNotes to: (a) to cure any ambiguity, mistake, omission, defect or inconsistencyinconsistency in this Indenture or the Notes; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to or the Notes in accordance with Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes or any guarantees; (e) increase the Conversion Rate of the Notes; (ef) irrevocably select a Settlement Method or Specified Dollar Amount (or minimum Specified Dollar Amount), or eliminate the Company’s right to choose a particular Settlement Method, on conversion of Notes; (g) add to the Company’s covenants or Events of Defaults of the Company Default for the benefit of the Holders or make changes that would provide additional rights to Holders or surrender any right or power conferred upon the Company; (fh) upon make any change that does not adversely affect the occurrence rights of any transaction or event described Holder in Section 14.07(a)any material respect, to as determined in good faith by the Board of Directors; (i) in connection with any Specified Corporate Event, provide that the Notes are convertible into Reference Property, subject to Section 14.0214.07, and (ii) effect the make certain related changes to the terms of this Indenture and the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07to the extent expressly required by this Indenture; (gj) evidence and provide for the acceptance of an appointment under this Indenture of a successor Trustee; provided that the successor Trustee is otherwise qualified and eligible to make act as such under the terms of this Indenture as set forth in an Officer’s Certificate; (k) comply with the rules of The Depository Trust Company (or any change that does not adversely affect the rights of any Holdersuccessor Depositary); or (hl) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Preliminary Offering Memorandum, as supplemented by the related pricing term sheet; or (m) provide for the issuance of additional Notes in accordance with Section 2.10(a). Upon the written request of the Company, the The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indentureamendment, supplement or waiver, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture amendment, supplement or waiver that adversely affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled Any amendment, supplement or waiver to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of DirectorsGuarantors, if any, and the TrusteeTrustee may, at the Company’s expense any time and direction, may from time to time and at any time time, enter into an indenture or indentures supplemental hereto for one or more of indentures supplemental to the following purposesIndenture without notice to, or the consent of, any Holder: (ai) to cure any ambiguity, omission, defect or inconsistency; (b) evidence the succession of another Person to provide for the Company and the assumption by a Successor Company such successor of the obligations covenants of the Company under this in the Indenture pursuant to Article 11; (c) to add guarantees with respect to and the Notes; (dii) to add to the covenants of the Company, for the benefit of the Holders, or to surrender any right or power conferred upon the Company by the Indenture; (iii) to add any additional Events of Default; (iv) to provide for uncertificated Notes in addition to or in place of certificated Notes; (v) to evidence and provide for the acceptance of appointment under the Indenture of a successor trustee; (vi) to secure the Notes; (evii) to comply with the Trust Indenture Act of 1939; 103 109 (viii) to add additional Guarantees with respect to the covenants Notes or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to release Guarantors from Domestic Restricted Subsidiary Guarantees as provided by the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07;Indenture; or (gix) to make cure any change that does ambiguity in the Indenture, to correct or supplement any provision in the Indenture which may be inconsistent with any other provision therein or to add any other provision with respect to matters or questions arising under the Indenture; provided such actions shall not adversely affect the rights of any Holder; or (h) to conform the provisions of this Indenture or the Notes to the “Description interests of the Notes” section of the Offering MemorandumHolders in any material respect. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in accompanied by a Board Resolution authorizing the execution of any such supplemental indenture, and upon receipt by the Trustee of the documents described in Section 7.04 hereof, the Trustee shall join with the Company and the Guarantors, if any, in the execution of any supple mental indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations that which may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, to enter into any such supplemental indenture that which affects the Trustee’s its own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article ‎Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) to increase the Conversion Rate as provided in this Indenture; (h) to irrevocably elect a Settlement Method and/or Specified Dollar Amount (or a minimum Specified Dollar Amount) or eliminate the Company’s right to elect a Settlement Method; (i) in connection with any Share Exchange Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of ‎Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by ‎Section 14.07; (j) to appoint a successor trustee or facilitate the administration of the trusts under this Indenture by more than one trustee, in each case, with respect to the Notes; (k) to comply with the rules of any applicable securities depositary in a manner that does not adversely affect the rights of any Holder; or (hl) to conform the provisions of this Indenture or the Notes to any provision of the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section ‎Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section ‎Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, or correct any omission, defect or inconsistencyinconsistency in this Indenture, so long as such action will not adversely affect the interests of Holders of the Debentures; provided that any such supplemental indenture made solely to conform the provisions of this Indenture to the Offering Memorandum shall be deemed not to adversely affect the interests of Holders of the Debentures; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the NotesDebentures; (d) to secure the NotesDebentures; (e) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or (hg) fix a Specified Dollar Amount that shall apply to conform all future conversions of Debentures and provide that the provisions of this Indenture or the Notes Company shall be required to the “Description of the Notes” section of the Offering Memorandumsatisfy its Conversion Obligations by paying cash with respect to such Specified Dollar Amount. Upon the written request of the CompanyCompany and subject to Section 10.05, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties duties, immunities or immunities liabilities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes Debentures at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency as set forth in an Officers’ Certificate (provided that such cure does not affect the Holders adversely); (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture and the Notes pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or; (g) in connection with any Share Exchange Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.03, and to make such related changes to the terms of the Notes to the extent expressly required by Section 14.08; (h) to conform eliminate, in the provisions aggregate, any one or two Settlement Methods or, in the case of this Indenture or the Notes Combination Settlement, irrevocably elect a Specified Dollar Amount; or (i) to the “Description comply with any requirement of the Notes” section SEC in connection with the qualification of the Offering MemorandumIndenture under the Trust Indenture Act. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties duties, liabilities or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency that does not adversely affect Holders of the Notes; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture and the Notes pursuant to Article 1110; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms for an increase of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07Conversion Rate; (g) to evidence any change in the Trustee; (h) to reflect the issuance of additional Notes as permitted by Section 2.10; (i) to make any change to comply with the Trust Indenture Act or any amendment thereto; (j) to make any change that does not adversely affect the rights of any Holder; or (hk) to conform the provisions of this Indenture or the Notes to the “Description of the Notesnotes” section of the Offering MemorandumProspectus. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretionmay, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 9.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.029.02. The Trustee shall be entitled to rely on an Opinion of Counsel (which in turn may rely upon an Officers’ Certificate) for the purpose of determining whether the entering into of a supplemental indenture for the purposes stated in clauses (a) or (j) of this Section 9.01 adversely affects the rights of any Holder or the Holders of the Notes.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at Trustee may amend the Company’s expense and direction, may from time to time and at any time Indenture or the Notes or enter into an indenture or indentures supplemental hereto for one without notice to or more the consent of the following purposes:any Holder to (a) to cure any ambiguityambiguities, omissionomissions, defect defects or inconsistencyinconsistencies as evidenced by an Officer’s Certificate; (b) make any change that would provide any additional rights or benefits to the Holders of the Notes of a series; (c) provide for or add guarantors with respect to the Notes of any series; (d) secure the Notes of any series; (e) provide for uncertificated Notes of any series in addition to or in place of certificated Notes of the applicable series; (f) evidence and provide for the acceptance of appointment by a successor Trustee; (g) provide for the assumption by a Successor Company successor corporation of the Company’s obligations to the Holders of the Company under this Indenture pursuant to Article 11Notes of any series, in compliance with the applicable provisions of the Indenture; (ch) to add guarantees with respect to maintain the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults qualification of the Company for Indenture under the benefit of the Holders or surrender any right or power conferred upon the Company;Trust Indenture Act; or (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or (h) to conform the provisions Holder of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandumin any material respect. Upon the written request of the Company, the The Trustee is hereby authorized to join with the Company in the execution of any such amendment or supplemental indenture, to make any further appropriate agreements and stipulations that which may be therein containedcontained and to accept the conveyance, transfer, assignment, mortgage or pledge of any Property thereunder, but the Trustee shall not be obligated to, but may in its discretion, to enter into any such amendment or supplemental indenture that which affects the Trustee’s own rights, duties or immunities under this the Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any amendment or supplemental indenture authorized by the provisions of this Section 10.01 section may be executed by the Company without notice to and the Trustee without the consent of the Holders of any of the Notes at the time outstandingOutstanding, notwithstanding any of the provisions of Section 10.026.03.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, and the Trustee, at the Company’s expense and direction, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture and the Notes pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a)Merger Event, to (i) provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a)14.07, in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights or interests of any Holder; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties duties, liabilities or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at Trustee may amend the Company’s expense and direction, may from time to time and at any time Indenture or the Notes or enter into an indenture or indentures supplemental hereto for one without notice to or more the consent of the following purposesany Holder to: (a) to cure any ambiguityambiguities, omissionomissions, defect defects or inconsistencyinconsistencies as evidenced by an Officer’s Certificate; (b) make any change that would provide any additional rights or benefits to the Holders of the Notes of a series; (c) provide for or add guarantors with respect to the Notes of any series; (d) secure the Notes of any series; (e) provide for uncertificated Notes of any series in addition to or in place of certificated Notes of the applicable series; (f) evidence and provide for the acceptance of appointment by a successor Trustee; (g) provide for the assumption by a Successor Company successor corporation of the Company’s obligations to the Holders of the Company under this Indenture pursuant to Article 11Notes of any series, in compliance with the applicable provisions of the Indenture; (ch) to add guarantees with respect to maintain the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults qualification of the Company for Indenture under the benefit of the Holders or surrender any right or power conferred upon the Company;Trust Indenture Act; or (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or (h) to conform the provisions Holder of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandumin any material respect. Upon the written request of the Company, the The Trustee is hereby authorized to join with the Company in the execution of any such amendment or supplemental indenture, to make any further appropriate agreements and stipulations that which may be therein containedcontained and to accept the conveyance, transfer, assignment, mortgage or pledge of any Property thereunder, but the Trustee shall not be obligated to, but may in its discretion, to enter into any such amendment or supplemental indenture that which affects the Trustee’s own rights, duties or immunities under this the Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any amendment or supplemental indenture authorized by the provisions of this Section 10.01 section may be executed by the Company without notice to and the Trustee without the consent of the Holders of any of the Notes at the time outstandingOutstanding, notwithstanding any of the provisions of Section 10.026.03.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) (1) to cure any ambiguity, omission, manifest error or defect or (2) cure any omission or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 1112; (c) to add guarantees with respect to the Notes; (d) to provide for a successor Trustee in accordance with the terms of this Indenture or to otherwise comply with any requirement of this Indenture; (e) to provide for the conversion of the Notes into Reference Property, to the extent that the Company deems such amendment necessary or advisable in connection with the conversion of the Notes into Reference Property; (f) to increase the Conversion Rate; (g) to secure the Notes; (eh) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) to provide that for the conversion of Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to in accordance with the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07;this Indenture; or (gj) to make any change that does not adversely affect the rights of any HolderHolder in any material respect; or (h) provided, however, that any amendment to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of Section in the Offering Memorandum, will be deemed not to adversely affect the rights of any Holder. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 11.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.0211.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, the Guarantors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to provide for the assumption by a Successor Guarantor of the obligations of the applicable Guarantor under its Note Guarantee and this Indenture pursuant to Section 13.04; (d) to add guarantees with respect to the Notes; (de) to secure the Notes; (ef) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (h) in connection with any Merger Event, provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.04, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.09; (i) to adjust the Conversion Rate pursuant to this Indenture; (j) to increase the outstanding principal amount of the Notes by the applicable Make-Whole Amount pursuant to this Indenture; (k) to provide for the acceptance of appointment by a successor trustee pursuant to Section 7.10 or to facilitate the administration of the trusts under this Indenture by more than one trustee; or (hl) to conform comply with any requirement of the provisions Commission in connection with the qualification or to maintain the qualification of this Indenture or under the Notes to the “Description of the Notes” section of the Offering MemorandumTrust Indenture Act. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company and the Guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties duties, liabilities or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company Company, the Guarantors and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time amend or enter into an indenture or indentures supplemental hereto for one or more of the following purposespurposes to: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency in this Indenture; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the CompanyCompany under this Indenture; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; orHolder in any material respect; (g) increase the Conversion Rate as provided herein; (h) provide for the acceptance of appointment by a successor trustee or facilitate the administration of the trusts under this Indenture by more than one trustee; (i) in connection with any Merger Event, provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (j) comply with the rules of any applicable Depositary, including The Depository Trust Company, so long as such amendment does not materially and adversely affect the rights of any Holder; (k) conform the provisions of this Indenture or the Notes to the “Description of the Notesnotes” section of the Offering Memorandum; (l) comply with any requirement of the Commission in connection with any qualification of this Indenture or any supplemental indenture under the Trust Indenture Act; or (m) provide for the issuance of additional Notes in accordance with this Indenture. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such amendment or supplemental indenture, indenture and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, and the Trustee, at the Company’s expense and direction, may from time to time and at any time enter into an indenture amend or indentures supplemental hereto supplement this Indenture or the Notes for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture and the Notes pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or (h) to conform comply with the provisions of this Indenture or the Notes to the “Description rules of the Notes” section of the Offering MemorandumEuroclear and Clearstream. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indentureamendment or supplement to this Indenture or the Notes, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Officers’ Certificate and an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture amendment or supplement to this Indenture or the Notes is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture amendment or supplement to this Indenture or the Notes authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The CompanyCompany and the Guarantors, when authorized by the resolutions of the a Board of DirectorsResolution, and the Trustee, at the Company’s expense and direction, Trustee may from time to time and at any time enter into an indenture one or more indentures supplemental hereto without the consent of any Holder for one or more any of the following purposes: (ai) to cure any ambiguity, omission, defect or inconsistency; (bii) to provide for uncertificated Notes in addition to or in place of certificated Notes; (iii) to comply with the requirements of the SEC in order to effect or maintain the qualification of the Indenture under the Trust Indenture Act; (iv) to evidence and provide for the acceptance of appointment by a successor Trustee; (v) to conform the terms of this Indenture, the Notes and/or the Guarantees to any provision or other description of the Notes or Guarantees, as the case may be, contained in the Offering Memorandum for the Notes; (vi) to provide for the assumption by a Successor Company successor corporation, partnership, trust or limited liability company of the Company’s or the Guarantors’ obligations of under the Company under this Indenture pursuant to Article 11and the Notes, in each case in compliance with the provisions thereof; (cvii) to make any change that would provide any additional rights or benefits to the Holders (including to secure the Notes, add guarantees with respect thereto, transfer any property to or with the Notes; (d) to secure the Notes; (e) to Trustee, add to the Company’s covenants or Events of Defaults of the Company for the benefit of the Holders Holders, add any additional events of default for the Notes, or surrender any right or power conferred upon the Company; (fCompany or the Guarantors) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the legal rights hereunder of any HolderHolder in any material respect; (viii) to provide for the issuance of the Exchange Notes, which shall have terms substantially identical in all material respects to the Initial Notes (except that the transfer restrictions contained in the Initial Notes shall be modified or eliminated, as appropriate, and there will be no registration rights), and which will be treated, together with any outstanding Initial Notes, as a single issue of securities; (ix) to provide for the issuance of any Additional Notes; (x) to comply with the rules of any applicable securities depository (xi) change or eliminate any restrictions on the payment of principal (and premium, if any) on Notes in registered form; provided that any such action shall not adversely affect the interests of the Holders in any material respect; or (hxii) to conform the provisions supplement any provision of this Indenture as shall be necessary to permit or facilitate the defeasance and discharge of the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join in accordance with the Company in the execution of any Indenture; provided that such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee action shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects adversely affect the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders interests of any of the Notes at the time outstanding, notwithstanding Holders in any of the provisions of Section 10.02material respect.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at Trustee may amend the Company’s expense and direction, may from time to time and at any time Indenture or the Notes or enter into an indenture or indentures supplemental hereto for one without notice to or more the consent of the following purposes:any Holder to (a) to cure any ambiguityambiguities, omissionomissions, defect defects or inconsistencyinconsistencies as evidenced by an Officer’s Certificate; (b) make any change that would provide any additional rights or benefits to the Holders of the Notes of a series; (c) provide for or add guarantors with respect to the Notes of any series; (d) secure the Notes of any series; (e) provide for uncertificated Notes of any series in addition to or in place of certificated Notes of the applicable series; (f) evidence and provide for the acceptance of appointment by a successor ▇▇▇▇▇▇▇; (g) provide for the assumption by a Successor Company successor corporation of the Company’s obligations to the Holders of the Company under this Indenture pursuant to Article 11Notes of any series, in compliance with the applicable provisions of the Indenture; (ch) to add guarantees with respect to maintain the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults qualification of the Company for Indenture under the benefit of the Holders or surrender any right or power conferred upon the Company;Trust Indenture Act; or (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or (h) to conform the provisions Holder of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandumin any material respect. Upon the written request of the Company, the The Trustee is hereby authorized to join with the Company in the execution of any such amendment or supplemental indenture, to make any further appropriate agreements and stipulations that which may be therein containedcontained and to accept the conveyance, transfer, assignment, mortgage or pledge of any Property thereunder, but the Trustee shall not be obligated to, but may in its discretion, to enter into any such amendment or supplemental indenture that which affects the Trustee’s own rights, duties or immunities under this the Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any amendment or supplemental indenture authorized by the provisions of this Section 10.01 section may be executed by the Company without notice to and the Trustee without the consent of the Holders of any of the Notes at the time outstandingOutstanding, notwithstanding any of the provisions of Section 10.026.03.

Supplemental Indentures Without Consent of Holders. The Without the consent of any Holders, Parent and the Company, when authorized by the resolutions of the a Board of DirectorsResolution, and the Trustee, at the Company’s expense any time and direction, may from time to time and at any time time, may enter into an indenture or indentures supplemental hereto for one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (ai) to cure any ambiguityambiguity or omission or correct any inconsistent or otherwise defective provision contained herein, omission, defect or inconsistencyso long as such action does not adversely affect the interests of the Holders; (bii) to provide for the assumption by a Successor Company successor corporation of Parent’s obligations under the indenture or assumption by a successor corporation of the Company’s obligations of under the Company under this Indenture pursuant to Article 11indenture; (ciii) to add guarantees with respect to the NotesSecurities; (div) to secure provide security for the NotesSecurities; (ev) to add to the covenants of Parent or Events of Defaults of the Company for the benefit of the Holders Holders, or to surrender any right or power herein conferred upon Parent or the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (gvi) to make any change that does not adversely affect the rights of any Holder; (vii) to comply with any requirement of the Commission in connection with the qualification of the Indenture under the Trust Indenture Act; (viii) to appoint a successor Trustee with respect to the indenture; (ix) to comply with the rules of any applicable Depository; or (hx) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company contained in the execution final offering memorandum dated May 5, 2011.” (hh) The first paragraph of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee Section 14.02 shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized amended and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.restated in full as follows:

Supplemental Indentures Without Consent of Holders. The CompanyCompany or any Guarantor (with respect to its Note Guarantee), when authorized by the resolutions of the a Board of Directors, Resolution and the TrusteeTrustee and/or the Collateral Agent (if applicable), at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, any amendment or supplement to the Notes Documents or any Collateral Documents, without notice to, or the consent of, Holders, for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by any Subsidiary to provide a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) Note Guarantee, to add guarantees with respect to the Notes, to add security to or for the benefit of the Notes, or to confirm and evidence the release, termination, discharge or retaking of any guarantee or Lien with respect to or securing the Notes when such release, termination, discharge or retaking is provided for under this Indenture or the other Notes Documents, as applicable; (c) to provide for the release of Collateral from the Lien pursuant to this Indenture and the Collateral Documents when permitted or required by this Indenture; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company or provide for a Note Guarantee for the benefit of the Holders or surrender any right or power conferred upon the CompanyCompany under this Indenture or any other Notes Document; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (ge) to make any change that does not adversely affect the rights of any Holder; (f) to mortgage, pledge, hypothecate or grant any other Lien in favor of the Collateral Agent for its benefit and the benefit of the Secured Parties as additional security for the payment and performance of all or any portion of the Obligations, in any property or assets, including any which are required to be mortgaged, pledged or hypothecated, or in which a Lien is required to be granted to or for the benefit of the Trustee or the Collateral Agent pursuant to this Indenture, any of the other Notes Documents or otherwise; or (hg) provide for or confirm the issuance of PIK Notes pursuant to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering MemorandumSection 2.03. Upon the written request of the Company, and subject to Section 10.05, the Trustee is and the Collateral Agent are hereby authorized to join with the Company in the execution of any such supplemental indentureindenture or any amendment or supplement to the Notes Documents, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee and the Collateral Agent shall not be obligated to, but may in its their respective discretion, enter into any supplemental indenture indenture, or any amendment or other supplement to the Notes Documents, that affects the Trustee’s own or the Collateral Agent’s respective rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek For the avoidance of doubt, an Opinion of Counsel, at Counsel shall be required in connection with the Company’s expense, that any addition of a Guarantor under this Indenture upon execution and delivery by such Guarantor and the Trustee of a supplemental indenture is authorized and permitted by the terms of to this Indenture and not contrary to lawIndenture. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company Company, the Trustee and the Trustee Collateral Agent without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture amend or indentures supplemental hereto supplement this Indenture, the Notes and the Escrow Agreement for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency in the Indenture, the Notes or the Escrow Agreement; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture and the Notes pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the CompanyCompany under this Indenture; (f) upon to make any change that does not materially adversely affect the occurrence rights of any transaction Holder; (g) to increase the Conversion Rate as provided in this Indenture; (h) to provide for the acceptance of appointment by a successor trustee pursuant to Section 7.09 or event described in Section 14.07(a), to facilitate the administration of the trusts under this Indenture by more than one trustee; or (i) in connection with any Merger Event, provide that the Notes notes are convertible into Reference Property, subject to the provisions of Section 14.02, and (ii) effect the make such related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandumextent expressly required or permitted by Article 14. Upon the written request of the Company, the Trustee and, as applicable, the Escrow Agent, is hereby authorized to to, and shall join with the Company in the execution of any such supplemental indentureindenture or amendment, to make any further appropriate agreements and stipulations that may be therein contained, but except that neither the Trustee nor the Escrow Agent shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s or the Escrow Agent’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture (or amendment to the Escrow Agreement) authorized by the provisions of this Section 10.01 may be executed by the Company and Company, the Trustee and, as applicable, the Escrow Agent, without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon to make any other change that does not adversely affect the occurrence rights of any transaction Holder; (g) increase the Conversion Rate as provided for in this Indenture; (h) irrevocably elect a Settlement Method or event described Specified Dollar Amount or eliminate the Company’s right to elect a Settlement Method in Section 14.07(a), to accordance with the terms of this Indenture; (i) in connection with any Merger Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and (ii) effect the make such related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with to the extent expressly required by Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or (hj) to conform the provisions of this Indenture or the Notes appoint a successor Trustee with respect to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Guarantors (if any) and the Trustee, at Trustee may amend or supplement this Indenture or the Company’s expense and direction, may from time to time and at Securities without the consent of any time enter into an indenture or indentures supplemental hereto for one or more of the following purposesHolder: (ai) to cure any ambiguity, omission, defect or inconsistency; (bii) to provide for uncertificated Securities in addition to or in place of certificated Securities; (iii) to provide for any supplemental indenture required pursuant to Section 3.15 hereof; (iv) to provide for the assumption by a Successor Company of the Company's obligations to the Holders of the Company under this Indenture Securities in the case of a merger, consolidation or sale of assets pursuant to Article 11Eight hereof; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (gv) to make any change that would provide any additional rights or benefits to the Holders of the Securities or that does not adversely affect the legal rights hereunder of any such Holder; or (hvi) to conform comply with requirements of the provisions Commission in order to effect or maintain the qualification of this Indenture or under the Notes to the “Description Trust Indenture Act of the Notes” section of the Offering Memorandum1939. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in accompanied by a Board Resolution authorizing the execution of any such supplemental indenture, and upon receipt by the Trustee of the documents described in Section 7.04 hereof, the Trustee shall join with the Company and the Guarantors (if any), in the execution of any supplemental indenture authorized or permitted by the terms of this Indenture and to make any further appropriate agreements and stipulations that which may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, to enter into any such supplemental indenture that which affects the Trustee’s its own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, and the Trustee, at the Company’s expense and direction, may from time to time and at any time enter into an indenture amend or indentures supplemental hereto supplement this Indenture or the Notes for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture and the Notes pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (h) evidence and provide for the acceptance of the appointment of a successor trustee in accordance with this Indenture; (i) comply with the rules of the Depositary; or (hj) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indentureamendment or supplement to this Indenture or the Notes, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its sole and absolute discretion, enter into any supplemental indenture that affects the Trustee’s and/or any Agent’s (as the case may be) own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Officers’ Certificate and an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture amendment or supplement to this Indenture or the Notes is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture amendment or supplement to this Indenture or the Notes authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The CompanyWithout the consent of any Holders, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; orHolder as determined by the Company in good faith; (g) in connection with any Share Exchange Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering MemorandumMemorandum as evidenced in an Officer’s Certificate; (i) to comply with the rules of any applicable Depositary, including The Depository Trust Company, so long as such amendment does not adversely affect the rights of any Holder in any material respect; (j) to appoint a successor trustee with respect to the Notes; (k) to increase the Conversion Rate as provided in this Indenture; or (l) to provide for the acceptance of appointment by a successor Trustee, security registrar, Paying Agent, Bid Solicitation Agent or Conversion Agent to facilitate the administration of the trusts under this Indenture by more than one trustee. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, indenture and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not #98368004v14 be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or; (g) in connection with any Merger Event, provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum; (i) to increase the Conversion Rate for the Notes as provided in this Indenture; or (j) appoint a successor Trustee with respect to the Notes. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its sole discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture and the Notes pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any HolderHolder in any material respect; (g) in connection with any Merger Event, provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) to increase the Conversion Rate as provided in this Indenture; (i) to provide for the acceptance of appointment by a successor Trustee pursuant to Section 7.10 or to facilitate the administration of the trusts by more than one Trustee; or (hj) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to to, and shall join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but except that the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article ‎Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Merger Event, to provide that the notes are convertible into Reference Property, subject to the provisions of ‎Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by ‎Section 14.07; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section ‎Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section ‎Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company(a) Without the consent of any Holder (except as expressly stated below), but with the written consent of the Portfolio Manager, the Issuer, when authorized by the resolutions of the Board of Directors, and the TrusteeResolutions, at the Company’s expense any time and direction, may from time to time time, may, subject to Section 8.3 and at without an Opinion of Counsel being provided to the Issuer or the Collateral Trustee as to whether any time Class of Debt would be materially and adversely affected thereby, enter into an indenture or indentures supplemental hereto for one or more indentures supplemental hereto, in form reasonably satisfactory to the Collateral Trustee for any of the following purposes: (ai) to cure evidence the succession of another Person to the Issuer and the assumption by any ambiguity, omission, defect or inconsistencysuch successor Person of the covenants of the Issuer herein and in the Debt; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (eii) to add to the covenants or Events of Defaults of the Company Issuer or the Collateral Trustee for the benefit of the Holders Secured Parties or to surrender any right or power herein conferred upon the CompanyIssuer; (fiii) upon to convey, transfer, assign, mortgage or pledge any property to or with the occurrence of any transaction Collateral Trustee or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes add to the conditions, limitations or restrictions on the authorized amount, terms and purposes of the Notes described under Section 14.07(a)issue, in each case, in accordance with Section 14.07authentication and delivery of the Debt; (giv) to evidence and provide for the acceptance of appointment hereunder by a successor Collateral Trustee and to add to or change any of the provisions of this Indenture as shall be necessary to facilitate the administration of the trusts hereunder by more than one Collateral Trustee, pursuant to the requirements of Sections 6.9, 6.10 and 6.12; (v) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or to better assure, convey and confirm unto the Collateral Trustee any property subject or required to be subjected to the lien of this Indenture (including, without limitation, any and all actions necessary or desirable as a result of changes in law or regulations, whether pursuant to Section 7.5 or otherwise) or to subject to the lien of this Indenture any additional property; (vi) to modify the restrictions on and procedures for resales and other transfers of Debt to assure compliance with ERISA or to reflect any changes in ERISA or other applicable law or regulation (or the interpretation thereof) or to enable the Issuer to rely upon any exemption from registration under the Securities Act or upon any exemption from registration as, or exclusion or exception from the definition of, an "investment company" under the Investment Company Act or to remove restrictions on resale and transfer to the extent not required hereunder; (vii) to make any change that does not adversely affect such changes (including the rights removal and appointment of any Holder; orlisting agent, transfer agent, paying agent or additional registrar in the country of any other listing) as shall be necessary or advisable in order for the Debt to be or remain listed on an exchange, including such changes required or requested by any Governmental Authority, stock exchange authority, listing agent, transfer agent, paying agent or additional registrar for any Class of Debt, or to be de-listed from an exchange; (hviii) otherwise to correct or supplement any inconsistency or defective provisions, or cure any ambiguity, omission or manifest errors in this Indenture or to conform the provisions of this Indenture to the Offering Circular or any other Transaction Document or other document delivered in connection with the Debt; provided that, notwithstanding anything herein to the contrary and without regard to any other consent requirement specified herein, any supplemental indenture to be entered into pursuant to this clause (viii) may also provide for any corrective measures or ancillary amendments to this Indenture to give effect to such supplemental indenture as if it had been effective as of the Closing Date; (ix) to take any action necessary, advisable or helpful to reduce the risk of (A) the Issuer, the Holders of any Class of Debt or the Notes Collateral Trustee from becoming subject to (or otherwise to minimize) any withholding or other taxes or assessments (including any tax imposed under Section 1446 of the Code) or (B) the Issuer being treated as other than a partnership or a disregarded entity for U.S. federal income tax purposes; (x) at any time during the Reinvestment Period (or after the Reinvestment Period, in the case of clauses (C) and (D) below), to facilitate the issuance by the Issuer in accordance with Sections 2.13, 3.2, 9.1 and 9.2 (for which any required consent has been obtained) of (A) additional debt of any one or more new classes that are fully subordinated to the “Description existing Debt (or to the most junior class of debt of the Notes” section Issuer issued pursuant to this Indenture, if any class of securities issued pursuant to this Indenture other than the Debt is then Outstanding); (B) additional debt of any one or more existing Classes; (C) replacement debt in connection with a Refinancing; or (D) to make such changes as are necessary to effect a Risk Retention Issuance; provided that, any modifications in connection with the issuance of any additional debt or replacement notes, loans or other replacement obligations in connection with a Refinancing (other than modifications determined by the Portfolio Manager to be necessary for such issuance of additional debt or replacement debt not to be subject to (or to comply with) any U.S. Risk Retention Rules, or in connection with a Risk Retention Issuance, which shall not require the consent of any Holder), which modifications may include the establishment of a non-call period, prohibition of future refinancings and establishment of a Reference Rate floor as part of the Offering Memorandum. Upon interest rate, shall not require the written request consent of any Holder; (xi) to accommodate the settlement of any Debt in book-entry form through the facilities of DTC or otherwise; (xii) to change the name of the CompanyIssuer in connection with any change in name or identity of the Portfolio Manager or as otherwise required pursuant to a contractual obligation or to avoid the use of a trade name or trademark in respect of which the Issuer does not have a license; (xiii) to amend, modify or otherwise accommodate changes to this Indenture to comply with any rule or regulation, enacted or modified by any regulatory agency of the United States federal government after the Closing Date that is applicable to the Debt; (xiv) with the consent of a Majority of the Controlling Class, to enter into any additional agreements not expressly prohibited by this Indenture or any amendment, modification or waiver (including, without limitation, amendments, modifications and waivers to this Indenture to the extent not described in this Section 8.1), so long as such agreement, amendment, modification or waiver is not reasonably expected to materially and adversely affect the rights or interests of any Holders of any Class of Debt; provided that, any such additional agreements include customary limited recourse and non-petition provisions; (xv) to change the date (but not the frequency) on which reports are required to be delivered under this Indenture; (xvi) to modify provisions of this Indenture relating to the creation, perfection and preservation of the security interest of the Collateral Trustee in Assets to conform with applicable law; (xvii) to amend, modify or otherwise accommodate changes to this Indenture so that (A) the Issuer is not a "covered fund" under the ▇▇▇▇▇▇▇ Rule, (B) the Debt are not considered to constitute "ownership interests" under the ▇▇▇▇▇▇▇ Rule or (C) ownership of the Debt will otherwise be exempt from the ▇▇▇▇▇▇▇ Rule; (xviii) to modify the procedures in this Indenture relative to compliance with Rule 17g-5 or to permit compliance with the ▇▇▇▇-▇▇▇▇▇ Act (including the U.S. Risk Retention Rules) and/or the Commodity Exchange Act and the Securitization Laws and/or the EU/UK Transparency Requirements, as each may be amended or superseded from time to time, as applicable to the Issuer, the Trustee is hereby authorized Portfolio Manager or the Debt or any rules or regulations thereunder or to join with reduce costs to the Company in Issuer as a result thereof; (xix) to accommodate an assignment by the execution Portfolio Manager, pursuant to the provisions of any the Portfolio Management Agreement, of all of its rights and obligations under the Portfolio Management Agreement; provided that, a Majority of the Controlling Class, to the extent materially and adversely affected thereby, has consented to such supplemental indenture, ; (xx) to make any further appropriate agreements changes necessary or advisable in connection with the adoption of a Fallback Rate, including Reference Rate Replacement Conforming Changes; (xxi) subject to the approval of a Majority of the Interests (but without the consent of any other Holder, notwithstanding anything to the contrary otherwise contained herein), in connection with a Refinancing of all Classes of Debt in full, to (a) effect an extension of the end of the Reinvestment Period, (b) establish a non-call period for the replacement notes or loans or other financial arrangements issued or entered into in connection with such Refinancing, (c) modify the Weighted Average Life Test, (d) provide for a stated maturity of the replacement notes or loans or other financial arrangements issued or entered into in connection with such Refinancing that is later than the Stated Maturity of the Debt or (e) make any other amendments that would otherwise be subject to the consent rights of any other Holders pursuant to this Article VIII; (xxii) with the consent of a Majority of the Controlling Class, to modify any defined term in Section 1.1 or any Schedule to this Indenture that begins with or includes the word "S&P" (other than the defined term "S&P Rating Condition"); provided that the S&P Rating Condition shall have been satisfied with respect to such supplemental indenture; (xxiii) with the consent of a Majority of the Controlling Class, to modify or amend (A) the Investment Criteria, (B) the restrictions on the sales of Collateral Obligations, (C) the Collateral Quality Test and stipulations the definitions related thereto or the calculation thereof or (D) any component of the Concentration Limitations and the definitions related thereto or the calculation thereof, so long as the Portfolio Manager certifies in an Officer's certificate that may no Class of Debt then-Outstanding (other than the Controlling Class) would be therein containedmaterially and adversely affected thereby; (xxiv) with the consent of a Majority of the Controlling Class, but to modify the Trustee shall definition of "Credit Improved Obligation", "Equity Security", "Defaulted Obligation" or "Credit Risk Obligation", the restrictions on sales of Collateral Obligations set forth in Section 12.1 or the Investment Criteria set forth in Section 12.2, any limitation in the definition of "Concentration Limitations", any Collateral Quality Test (so long as, in the case of any modification to the S&P CDO Monitor Test to which modifications under Section 8.1(b) would not apply, the S&P Rating Condition is satisfied with respect thereto); (A) to make any modification or amendment determined by the Issuer or the Portfolio Manager as necessary or advisable to enable the Issuer to rely upon the exemption from registration as an investment company provided by Rule 3a-7 under the Investment Company Act or another exemption or exclusion from registration as an investment company under the Investment Company Act (other than Section 3(c)(1) or Section 3(c)(7) thereof) or (B) to take any action necessary or advisable to prevent the Issuer or the pool of Assets to be obligated torequired to register under the Investment Company Act, but may in or to avoid any requirement that the Portfolio Manager or any Affiliate consolidate with the Issuer on its discretionfinancial statements for financial reporting purposes; (xxvi) to modify any provision to facilitate an exchange of one obligation for another obligation of the same Obligor that has substantially identical terms except transfer restrictions, enter into including to effect any serial designation relating to the exchange; provided that, no such supplemental indenture shall be required to facilitate any exchange of one obligation for another obligation in accordance with Article XII hereof; (xxvii) to make any modification determined by the Portfolio Manager to be necessary or advisable to comply with the U.S. Risk Retention Rules, the Securitization Laws or the EU/UK Transparency Requirements, including (without limitation), in connection with an Optional Redemption, Refinancing, Re-Pricing, additional issuance or incurrence of debt pursuant to Section 2.13 or material amendment to any of the Transaction Documents; (xxviii) to amend, modify or otherwise accommodate changes to this Indenture to comply with any state, rule, regulation or technical or interpretive guidance enacted, effective or issued by any applicable Governmental Authority after the Closing Date that affects are applicable to the Trustee’s own rightsIssuer, duties the Debt or immunities under the transactions contemplated hereunder or by the Offering Circular, including any applicable Securitization Laws, U.S. Risk Retention Rules, securities laws or the ▇▇▇▇-▇▇▇▇▇ Act and all rules, regulations and technical or interpretive guidance thereunder; (xxix) to reduce the Minimum Denominations of the Debt; (xxx) to amend, modify or otherwise accommodate changes to this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counseltake any action not otherwise permissible hereunder to avoid any requirement that the Portfolio Manager or any Affiliate consolidate with the Issuer on its financial statements for financial reporting purposes, at in each case, with the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the prior written consent of the Holders of a Majority of any Class of Debt to the Notes at extent such Holders are materially and adversely affected thereby; and (xxxi) in connection with a Refinancing, subject to Sections 9.2(f)(v), 9.2(f)(viii) and 9.2(f)(ix), to effect a Permitted Senior Partial Refinancing. (b) In addition, the time outstandingIssuer and the Collateral Trustee may enter into supplemental indentures to (A) to evidence any waiver or elimination by any Rating Agency of any requirement or condition of such Rating Agency set forth herein or (B) conform to ratings criteria and other guidelines relating generally to collateral debt obligations published by any Rating Agency, notwithstanding including any of the provisions of Section 10.02alternative methodology published by any Rating Agency.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency that does not adversely affect Holders of the Notes; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or to the Events of Defaults of the Company Default for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon to evidence and provide for the occurrence appointment under this Indenture of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07a successor T▇▇▇▇▇▇; (g) to make any change that does not adversely affect the rights of any Holder; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notesnotes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Without the consent of any Holders, the Company, when authorized by the resolutions of the or pursuant to a Board of DirectorsResolution, and the Trustee, at the Company’s expense any time and direction, may from time to time and at any time time, may enter into an indenture or indentures supplemental hereto for one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (a1) to cure evidence the succession of another Person to the Company or any ambiguityother obligor on the Notes, omission, defect and the assumption by any such successor of the covenants of the Company or inconsistencysuch obligor contained herein and in the Notes in accordance with Article Eight; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e2) to add to the covenants or Events of Defaults of the Company or any other obligor upon the Notes for the benefit of the Holders or to surrender any right or power conferred upon the CompanyCompany or any other obligor on the Notes, as applicable, herein, in the Notes; (f3) upon the occurrence of to cure any transaction ambiguity, or event described to correct or supplement any provision herein or in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of which may be defective or inconsistent with any other provision herein or in the Notes described or to make any other provisions with respect to matters or questions arising under Section 14.07(a)this Indenture or the Notes; provided that, in each case, in accordance with Section 14.07; (g) to make any change that does such provisions shall not adversely affect the rights interests of any Holderthe Holders; (4) to comply with the requirements of the Commission in order to effect or maintain the qualification of this Indenture under the Trust Indenture Act; (5) to evidence and provide for the acceptance of the appointment of a successor Trustee under this Indenture; or (h6) to conform the provisions of this Indenture mortgage, pledge, hypothecate or the Notes to the “Description grant a security interest in favor of the Notes” section Trustee for the benefit of the Offering Memorandum. Upon Holders as additional security for the written request payment and performance of the Company's obligations under this Indenture, in any property, or assets, including any of which are required to be mortgaged, pledged or hypothecated, or in which a security interest is required to be granted to the Trustee is hereby authorized pursuant to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this the Indenture pursuant to Article 1110; (c) to add guarantees with respect to the Notes; (d) to provide for the issuance of additional Notes; (e) to secure the Notes; (ef) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (h) in connection with any Merger Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 11.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 11.07; (i) to comply with any requirement of the SEC in connection with the qualification of the Indenture under the TIA; or (hj) to conform the provisions of this the Indenture or the Notes to the “Description of the Notes” section of the Offering MemorandumProspectus Supplement. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this the Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 9.02 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.029.03.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Share Exchange Event, to provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of DirectorsTrustees, and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect conform the provisions of this Indenture or inconsistencythe Notes to the description thereof in the Offering Memorandum; (b) to evidence the succession by a Successor Entity and to provide for the assumption by a Successor Company Entity of the Company’s or the REIT’S obligations of under the Company under this Indenture pursuant to Article 11and the Notes, as applicable; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the Company’s or the REIT’s covenants such further covenants, restrictions or Events of Defaults of the Company conditions for the benefit of the Holders (or any other holders) or to surrender any right or power conferred upon the CompanyCompany or the REIT by the Indenture; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that to cure any ambiguity, omission, defect or inconsistency in the Indenture or the Notes are convertible into Reference Property, subject to Section 14.02, and or (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any other change that does not adversely affect the rights of any HolderHolder in any material respect; (g) to provide for a successor Trustee; or (h) to conform comply with the provisions of this Indenture or the Notes to the “Description Applicable Procedures of the Notes” section of the Offering MemorandumDepositary. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company and the REIT in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company Company, the REIT and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) to increase the Conversion Rate as provided in this Indenture; (h) to provide for the acceptance of appointment by a successor trustee or facilitate the administration of the trusts under this Indenture by more than one Trustee; (i) to provide for the issuance of additional Notes in accordance this Indenture; (j) in connection with any Share Exchange Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; or (hk) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and direction's expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, or correct any omission, defect or inconsistencyinconsistency in this Indenture, so long as such action will not adversely affect the interests of Holders of the Notes; provided that any such supplemental indenture made solely to conform the provisions of this Indenture to the "Description of the notes" section in the Offering Memorandum shall be deemed not to adversely affect the interests of the Holders of the Notes; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence fix a Specified Dollar Amount that shall apply to all future conversions of any transaction or event described in Section 14.07(a), to (i) Notes and provide that the Notes are convertible into Reference Property, subject Company shall be required to Section 14.02, and (ii) effect the related changes satisfy its Conversion Obligations by paying cash with respect to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07;such Specified Dollar Amount; or (g) to make any change that does not adversely affect the rights of any Holder; (h) in connection with any Merger Event, to provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by this Indenture; or (hi) to conform comply with any requirement of the provisions Commission in connection with any qualification of this the Indenture or any supplemental indenture under the Notes to the “Description of the Notes” section of the Offering MemorandumTrust Indenture Act. Upon the written request of the CompanyCompany and subject to Section 10.05, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s 's own rights, duties duties, immunities or immunities liabilities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon to make any other change that does not adversely affect the occurrence rights of any transaction Holder; (g) increase the Conversion Rate as provided for in this Indenture; (h) irrevocably elect a Settlement Method or event described Specified Dollar Amount or eliminate the Company’s right to elect a Settlement Method in Section 14.07(a), to accordance with the terms of this Indenture; (i) in connection with any Merger Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and (ii) effect the make such related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with to the extent expressly required by Section 14.07; (gj) to make any change that does not adversely affect appoint a successor Trustee with respect to the rights of any HolderNotes; or (hk) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, and the Trustee, at the Company’s expense and directionexpense, may may, along with the Trustee, from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this the Indenture pursuant to Article 1110; (c) to add guarantees with respect to the Notes; (d) to provide for the issuance of additional Notes; (e) to secure the Notes; (ef) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder, as confirmed by an Officer’s Certificate delivered to the Trustee; (h) in connection with any Merger Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 11.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 11.07; or (hi) to conform the provisions of this the Indenture or the Notes to the “Description of the Notesnotes” section of the Offering MemorandumProspectus Supplement. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this the Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 9.02 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.029.03.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; orHolder as determined by the Company in good faith; (g) in connection with any Share Exchange Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering MemorandumMemorandum as evidenced in an Officer’s Certificate; (i) to comply with the rules of any applicable Depositary, including The Depository Trust Company, so long as such amendment does not adversely affect the rights of any Holder; (j) to appoint a successor trustee with respect to the Notes; (k) to increase the Conversion Rate as provided in this Indenture; (l) to provide for the acceptance of appointment by a successor Trustee, security registrar, Paying Agent, Bid Solicitation Agent or Conversion Agent to facilitate the administration of the trusts under this Indenture by more than one trustee; or (m) to irrevocably elect a Settlement Method (including Combination Settlement with a Specified Dollar Amount per $1,000 principal amount of notes of $1,000 or with an ability to continue to set the Specified Dollar Amount per $1,000 principal amount of Notes at or above any specific amount set forth in such election notice) or a Specified Dollar Amount, or eliminate the Company’s right to elect a Settlement Method, or change the Default Settlement Method; provided, however, that no such election, elimination or change will affect any Settlement Method theretofore elected (or deemed to be elected) with respect to any Note pursuant to the provisions of Article 14. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, indenture and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Without the consent of any Holder, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee, at the Company’s expense and directionexpense, may from 47 time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the CompanyCompany under this Indenture; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Merger Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07 (h) to increase the Conversion Rate as provided in this Indenture; (i) to provide for the acceptance of appointment by a successor trustee pursuant to Section 7.09 or to facilitate the administration of the trusts by more than one trustee; (j) to irrevocably elect or eliminate a Settlement Method and/or irrevocably elect a minimum Specified Dollar Amount; or (hk) to conform the provisions of this Indenture or the Notes to any provision of the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to to, and shall join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but except that the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties duties, liabilities or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, and the Trustee, at the Company’s expense and directionor Guarantor’s expense, or the Guarantors may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) if at such time the Notes are Broadly-Held, to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture and the Notes pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of in connection with any transaction or event described in Section 14.07(a)Merger Event, to (i) provide that the Notes are convertible (or exchangeable) into Reference Property, subject to the provisions of Section 14.02, and (ii) effect the make such related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with to the extent expressly required or permitted by Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or; (h) to conform provide for the acceptance of appointment of a successor trustee pursuant to Section 7.10 or to facilitate the administration of the trusts under this Indenture by more than one trustee in accordance with Article 7; or (i) to incorporate mandatory provisions of this the Trust Indenture or the Notes to the “Description Act in connection with any registered offering of the Notes” section of , to the Offering Memorandumextent required by the Trust Indenture Act. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The CompanyWithout the consent of any Holder, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency in this Indenture or the Notes; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add one or more guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the CompanyCompany under this Indenture or the Notes; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; orHolder under this Indenture or the Notes, as determined by the Company in good faith; (g) to increase the Conversion Rate as provided in this Indenture; (h) to conform provide for the appointment of and acceptance of appointment by a successor trustee pursuant to Section 7.09 or to facilitate the administration of the trusts under this Indenture by more than one trustee; (i) [Reserved]; (j) to make PIK Payments or facilitate the same; (k) to make provisions with respect to conversion rights of the Holders pursuant to Section 14.07 in accordance with the applicable provisions of this Indenture or Indenture; or (l) to comply with the Notes to the “Description rules of the Notes” section of the Offering MemorandumDepositary. Upon the written request of the CompanyCompany and subject to Section 10.05, the Trustee is hereby authorized to to, and shall join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but except that the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties duties, liabilities or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, and the Trustee, at the Company’s expense and direction, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07;; or (g) to make any change that does not adversely affect the rights of any Holder; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a1) to cure any ambiguity, omission, defect or inconsistency; (b2) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11the Indenture, the Notes; (c3) to add guarantees with respect to the Notes; (d4) to secure the Notes; (e5) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f6) to make any change that does not adversely affect the rights of any Holder; (7) upon the occurrence of any transaction or event described in Section 14.07(a)Share Exchange Event, to solely (i) to provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under to the extent expressly required by Section 14.07(a)13.08, in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder13.08; or (h) 8) to conform the provisions of this the Indenture or the Notes to the “Description of the Notes” section of the Offering MemorandumProspectus Supplement. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this the Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company Entity of the obligations of the Company under this Indenture pursuant to Article ‎Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; orHolder as determined by the Company in good faith; (g) in connection with any Share Exchange Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of ‎Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by ‎Section 14.07; (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering MemorandumMemorandum as evidenced in an Officer’s Certificate; (i) to comply with the rules of any applicable Depositary, including The Depository Trust Company, so long as such amendment does not adversely affect the rights of any Holder in any material respect; (j) to appoint a successor trustee with respect to the Notes; (k) to increase the Conversion Rate as provided in this Indenture; or (l) to provide for the acceptance of appointment by a successor Trustee, Note Registrar, Paying Agent, Bid Solicitation Agent or Conversion Agent to facilitate the administration of the trusts under this Indenture by more than one trustee. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, indenture and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section ‎Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section ‎Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Merger Event, provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) to irrevocably elect or eliminate a Settlement Method and/or irrevocably elect a minimum Specified Dollar Amount; or (hi) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to to, and shall join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but except that the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this the Indenture and the Notes pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) [Reserved]; (h) [Reserved]; (i) to increase the Conversion Rate as provided in Article 14; (j) to provide for the issuance of additional Notes in accordance with the limitations set forth in Section 2.09. (k) to provide for the acceptance or appointment of a successor trustee or facilitate the administration of the trusts under the Indenture by more than one trustee pursuant to Article 7 of the Base Indenture; or (hl) in connection with any Specified Corporate Event, to conform provide that the notes are convertible into Reference Property, subject to the provisions of this Indenture or Section 14.02, and make such related changes to the terms of the Notes to the “Description of the Notes” section of the Offering Memorandumextent expressly contemplated by Section 14.08. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this the Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 10.02 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstandingOutstanding, notwithstanding any of the provisions of Section 10.0210.03.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the a Board of DirectorsResolution, and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect conform the provisions of this Indenture or inconsistencythe Notes to the description thereof in the Offering Memorandum; (b) to evidence the succession by a Successor Entity and to provide for the assumption by a Successor Company Entity of the Company’s or the REIT’S obligations of under the Company under this Indenture pursuant to Article 11and the Notes, as applicable; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the Company’s or the REIT’s covenants such further covenants, restrictions or Events of Defaults of the Company conditions for the benefit of the Holders (or any other holders) or to surrender any right or power conferred upon the CompanyCompany or the REIT by the Indenture; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that to cure any ambiguity, omission, defect or inconsistency in the Notes are convertible into Reference PropertyIndenture or the Notes, subject including to Section 14.02, and (ii) effect the related changes to eliminate any conflict with the terms of the Notes described under Section 14.07(a)Trust Indenture Act, in each case, in accordance with Section 14.07; or (gii) to make any other change that does not adversely affect the rights of any Holder; orHolder in any material respect; (g) to provide for a successor Trustee; (h) to conform comply with the provisions Applicable Procedures of the Depositary; or (i) to comply with any requirements of the Commission in connection with any qualification of this Indenture or under the Notes to the “Description of the Notes” section of the Offering MemorandumTrust Indenture Act. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company and the REIT in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company Company, the REIT and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionwithout notice, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure or supplement any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 1111 or Section 13.07; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants of the Company or Events of Defaults of the Company Default for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or; (hg) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum; (h) to evidence and provide for the appointment under this Indenture of a successor Trustee; or (i) to make any other change that does not adversely affect the interests of the Holders in any material respect. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Without the consent of any Holders, the Company, when authorized by the resolutions of the a Board of DirectorsResolution, and the Trustee, at the Company’s expense any time and direction, may from time to time and at any time time, may enter into an indenture or indentures supplemental hereto for one or more indentures supplemental hereto, for any of the following purposes: (a) to cure any ambiguity, omissionmanifest error, defect or omission or inconsistency;; provided that in the case of any omission or inconsistency the rights of the Holders are not adversely affected in any material respect; or (b) to provide for the assumption by a Successor Company successor corporation of the Company’s obligations of the Company under this Indenture pursuant to Article 11;Indenture; or (c) to add guarantees with respect to the Notes;Securities; or (d) to secure provide for a successor Trustee, Conversion Agent, Paying Agent or Security Registrar in accordance with the Notes;terms of this Indenture or to otherwise comply with any requirement of this Indenture; or (e) to provide for the issuance of Additional Securities; provided that no such amendment or supplement may impair the rights or interests of any Holder of Outstanding Securities; or (f) to increase the Conversion Rate; or (g) to secure the Securities; or (h) to add to the Company’s covenants or Events of Defaults of the Company for the benefit of the Holders or to surrender any right or power conferred upon the Company;; or (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes make provision with respect to the terms conversion rights of Holders pursuant to the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07;requirements of Article 12; or (gj) to make any change that does not adversely affect the rights of any HolderHolder in any material respect; or (h) provided that any amendment to conform the provisions terms of this Indenture or the Notes Securities to the “Description of the Notes” section of the Offering Memorandum. Upon Company’s final offering memorandum dated April 10, 2008 relating to the written request offering of the CompanySecurities will not be deemed to be adverse to any Holder; or (k) to comply with any requirement of the SEC in connection with the qualification of this Indenture under the Trust Indenture Act. With respect to any amendment or supplement made in reliance upon clause (j) above, the Trustee may conclusively rely on the written advice of counsel that is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may nationally recognized in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties determination as to whether or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02Securities would be materially and adversely affected by such change. Such determination shall be conclusive and binding on all present and future Holders.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, mistake, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company Entity of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; orHolder under this Indenture; (g) in connection with any Merger Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) to conform comply with the provisions rules of any applicable Depositary, including The Depository Trust Company, so long as such amendment does not adversely affect the rights of any Holder; (i) to increase the Conversion Rate in the manner provided herein; (j) [Reserved]; (k) to provide for the issuance of Additional Notes in accordance with this Indenture; (l) to provide for the issuance of PIK Notes in accordance with the terms of this Indenture; (m) to appoint a successor trustee with respect to the Notes; or (n) to comply with the requirements of the Commission in order to effect or maintain the qualification of this Indenture or under the Notes to the “Description of the Notes” section of the Offering MemorandumTrust Indenture Act. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, indenture and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Without the consent of any Holder, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency in this Indenture or the Notes; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the CompanyCompany under this Indenture; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Merger Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but except that the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties duties, liabilities or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture and the Notes pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) to make any change that does not adversely affect the rights of any Holder; (g) upon the occurrence of any transaction or event described in Section 14.07(a)a Share Exchange Event, to solely (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, Article 14 hereof and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a)14.07, in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights applicable provisions of any Holderthis Indenture; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and direction's expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency that does not adversely affect Holders; (b) to provide for the assumption by a Successor Company Corporation of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults of the Company Default for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; or; (hg) to conform the provisions of this Indenture or the Notes to the “"Description of the Notes” " section of the Offering Memorandum; or (h) in connection with any Merger Event, provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly permitted or expressly required by Section 14.07. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and direction's expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyinconsistency that does not adversely affect Holders of the Notes; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article ‎Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults of the Company or the Events of Default for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Merger Event, provide that the Notes are convertible into Reference Property, subject to the provisions of ‎Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by ‎Section 14.07; or (h) to conform the provisions of this Indenture or the Notes to the “"Description of the Notes” " section of the Offering Memorandum. Upon the written request of the CompanyCompany in the form of an Officers' Certificate identifying the reason for such supplemental indenture and subject to Section 10.05, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section ‎Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section ‎Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) to increase the Conversion Rate as provided in this Indenture; (h) to provide for the acceptance of appointment by a successor trustee or facilitate the administration of the trusts under this Indenture by more than one trustee; (i) in connection with any Share Exchange Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (j) to comply with the rules of any applicable securities depositary in a manner that does not adversely affect the rights of any Holder; (k) to make provisions with respect to conversion rights of the Holders of the Notes as required under this Indenture; (l) to irrevocably elect a Settlement Method or a Specified Dollar Amount, or eliminate the Company’s right to elect a Settlement Method; or (hm) to conform the provisions of this Indenture or the Notes to any provision of the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at Trustee may amend the Company’s expense and direction, may from time to time and at any time Indenture or the Notes or enter into an indenture or indentures supplemental hereto for one without notice to or more the consent of any Holder to: 1. cure ambiguities, omissions, defects or inconsistencies as evidenced by an Officer’s Certificate; 2. make any change that would provide any additional rights or benefits to the Holders of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistencyNotes of a series; (b) 3. provide for or add guarantors with respect to the Notes of any series; 4. secure the Notes of any series; 5. provide for uncertificated Notes of any series in addition to or in place of certificated Notes of the applicable series; 6. evidence and provide for the acceptance of appointment by a successor Trustee; 7. provide for the assumption by a Successor Company successor corporation of the Company’s obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a)of any series, in each case, in accordance compliance with Section 14.07the applicable provisions of the Indenture; (g) to 8. maintain the qualification of the Indenture under the Trust Indenture Act; or 9. make any change that does not adversely affect the rights of any Holder; or (h) to conform the provisions Holder of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandumin any material respect. Upon the written request of the Company, the The Trustee is hereby authorized to join with the Company in the execution of any such amendment or supplemental indenture, to make any further appropriate agreements and stipulations that which may be therein containedcontained and to accept the conveyance, transfer, assignment, mortgage or pledge of any Property thereunder, but the Trustee shall not be obligated to, but may in its discretion, to enter into any such amendment or supplemental indenture that which affects the Trustee’s own rights, duties or immunities under this the Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any amendment or supplemental indenture authorized by the provisions of this Section 10.01 section may be executed by the Company without notice to and the Trustee without the consent of the Holders of any of the Notes at the time outstandingOutstanding, notwithstanding any of the provisions of Section 10.026.03.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Merger Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering MemorandumCircular; (i) to provide for the issuance of additional Notes in accordance with this Indenture; or (j) to appoint a successor trustee for the Notes. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02. In executing any supplemental indenture, the Trustee shall receive and will be fully protected in relying upon an Officer’s Certificate and an Opinion of Counsel stating that the execution of such supplemental indenture is authorized or permitted by this Indenture.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, subject to acceptance by the TSX, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Merger Event, provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto or an agreement or agreements supplemental to the Pledge and Escrow Agreement for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture Indenture, the Notes and the Pledge and Escrow Agreement (if still in effect) pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the NotesNotes (beyond the security currently provided pursuant to the Pledge and Escrow Agreement); (e) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) to make any change that does not adversely affect the rights of any Holder; (g) upon the occurrence of any transaction or event described in Section 14.07(a)Share Exchange Event, to solely (i) to provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under to the extent expressly required by Section 14.07(a)14.08, in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder14.08; or (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum, as amended and supplemented by the amended pricing term sheet for the Notes, dated September 16, 2013. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Merger Event, to provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) to irrevocably elect one Settlement Method or irrevocably eliminate one or more Settlement Methods or to irrevocably elect a Specified Dollar Amount to be applicable to Combination Settlements; (i) to evidence the acceptance of appointment by a successor trustee; or (hj) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by (a) Without the resolutions consent of the Board Holders of Directors, and any Securities (except any consent explicitly required below) (but with the Trustee, at written consent of the Company’s expense and direction, may from time to time Collateral Manager) and at any time and from time to time, subject to Section 8.3, and without regard to whether any Class would be materially and adversely affected thereby (except as expressly provided below), the Issuer and the Collateral Trustee may enter into an indenture or indentures supplemental hereto for one or more indentures supplemental hereto, in form satisfactory to the Collateral Trustee, for any of the following purposes: (ai) to cure evidence the succession of another Person to the Issuer and the assumption by any ambiguitysuch successor Person of the covenants of the Issuer herein, omission, defect or inconsistencyin the Loan Agreement and in the Securities; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (eii) to add to the covenants or Events of Defaults of the Company Issuer or the Collateral Trustee for the benefit of the Holders or surrender any right or power conferred upon the CompanySecured Parties; (fiii) upon to convey, transfer, assign, mortgage or pledge any property to or with the occurrence of any transaction Collateral Trustee or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes add to the conditions, limitations or restrictions on the authorized amount, terms and purposes of the Notes described under Section 14.07(a)issue, in each case, in accordance with Section 14.07authentication and delivery of the Securities; (giv) to make evidence and provide for the acceptance of appointment hereunder by a successor Collateral Trustee (or under the Loan Agreement by a successor Loan Agent) and to add to or change any change of the provisions of this Indenture as shall be necessary to facilitate the administration of the trusts hereunder by more than one Collateral Trustee, pursuant to the requirements of Sections 6.9, 6.10 and 6.12 hereof; (v) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or to better assure, convey and confirm unto the Collateral Trustee any property subject or required to be subjected to the lien of this Indenture (including, without limitation, any and all actions necessary or desirable as a result of changes in law or regulations, whether pursuant to Section 7.5 or otherwise) or to subject to the lien of this Indenture any additional property; (vi) to modify the restrictions on and procedures for resales and other transfers of Securities to reflect any changes in ERISA or other applicable law or regulation (or the interpretation thereof) or to enable the Issuer to rely upon any exemption from registration under the Securities Act or the 1940 Act or otherwise comply with any applicable securities law; (vii) to remove restrictions on resale and transfer of Securities to the extent not required under clause (vi) above; (viii) to facilitate (A) the listing of any of the Debt on any non-U.S. exchange, (B) compliance with the guidelines of such exchange, or (C) if so listed, the de-listing of any of the Debt from such exchange if the Collateral Manager determines that the costs and burdens of maintaining such listing are excessive; (ix) to correct any inconsistent or defective provisions herein or to cure any ambiguity, omission or errors herein; provided that any such supplemental indenture does not materially and adversely affect the rights and interests of any Holder; orClass of Notes; (hx) to conform the provisions of this Indenture to the Offering Circular; (xi) to take any action necessary, advisable, or helpful to prevent the Issuer, or the Notes holders of any Debt from being subject to (or to otherwise reduce) withholding or other Taxes or fees, or to reduce the risk that the Issuer may be treated as publicly traded partnership taxable as a corporation for U.S. federal income tax purposes or otherwise be subject to U.S. federal, state or local income tax on a net basis (including any tax liability imposed under Section 1446 of the Code or any similar provision of law); (A) with the consent of the Collateral Manager, the Retention Holder and a Majority of the Preferred Shares (and, solely with respect to an issuance or incurrence, as applicable, of additional Secured Debt, the consent of a Majority of the Controlling Class (such consent not to be unreasonably withheld, delayed or conditioned)), to make such changes as shall be necessary to permit the Issuer to issue or incur, as applicable, additional Securities of any one or more existing Classes or Junior Mezzanine Debt in accordance with this Indenture or (B) at the direction of a Majority of the Preferred Shares, to permit the Issuer to issue or incur, as applicable, replacement securities in connection with a Refinancing or to reduce the Interest Rate of a Class of Re-Pricing Eligible Debt in connection with a Re-Pricing, in each case in accordance with this Indenture; provided, that, for the avoidance of doubt, the supplemental indenture executed in connection therewith shall only effect such additional issuance or incurrence, as applicable, Re-Pricing or Refinancing, as applicable, and shall not modify any other provisions of herein; (xiii) to modify the procedures herein relating to compliance with Rule 17g-5; (xiv) to conform to ratings criteria and other guidelines (including, without limitation, any alternative methodology published by the Rating Agency or any use of the Rating Agency’s credit models or guidelines for ratings determination) relating to collateral debt obligations in general published or otherwise communicated by the Rating Agency; provided that consent to such supplemental indenture has been obtained from a Majority of the Controlling Class (such consent not to be unreasonably withheld, conditioned or delayed); (xv) following receipt by the Issuer of written advice of counsel with a national reputation and experienced in such matters (which may be via e-mail), to amend, modify or otherwise accommodate changes to this Indenture to comply with any statute, rule or regulation enacted by regulatory agencies of the United States federal government, or by any Member State of the European Economic Area or otherwise under European law, after the Closing Date that are applicable to the “Description of Issuer, the Notes” section of Debt, the Preferred Shares or the transactions contemplated by this Indenture or the Offering Memorandum. Upon the written request of the CompanyCircular, including, without limitation, the Trustee is hereby authorized EU/UK Risk Retention Requirements or any other applicable provision of each Securitization Regulation, U.S. Risk Retention Rules, securities laws or the ▇▇▇▇-▇▇▇▇▇ Act and all rules, regulations, and technical or interpretive guidance thereunder, or any amendment in relation to join with the Company in the execution of any such supplemental indenture▇▇▇▇▇▇▇ Rule; (xvi) notwithstanding paragraph (xv) above, to make any further appropriate agreements modification determined by the Retention Holder or the Collateral Manager necessary or desirable to comply with any Article 7 Reporting Request and/or to facilitate any related Article 7 Reporting (including to reflect the appointment of any Reporting Agent in connection therewith); (xvii) to amend the name of the Issuer; (xviii) (A) to modify or amend any component of the Collateral Quality Test and stipulations the definitions related thereto which affect the calculation thereof or (B) to modify the definition of “Credit Improved Obligation,” “Credit Risk Obligation,” “Defaulted Obligation” or “Equity Security,” the restrictions on the sales of Collateral Obligations set forth herein or the Investment Criteria set forth herein (other than the calculation of the Concentration Limitations and the Collateral Quality Test); provided, in each case under the foregoing clauses (A) and (B), that may consent to such supplemental indenture has been obtained from a Majority of the Controlling Class; (xix) to modify or amend any component of the Concentration Limitations and the definitions related thereto which affect the calculation thereof, so long as (A) the Collateral Manager certifies that no Class of Debt would be therein containedmaterially and adversely affected thereby and (B) the S&P Rating Condition is satisfied; (xx) to facilitate the issuance of participation notes, but combination notes, composite securities, and other similar securities by the Trustee shall Issuer; (xxi) to modify any provision to facilitate an exchange of one Debt for another Debt that has substantially identical terms except transfer restrictions, including to effect any serial designation relating to the exchange; (xxii) to evidence any waiver or modification by the Rating Agency as to any material requirement or condition, as applicable, of the Rating Agency set forth herein; provided that consent to such supplemental indenture has been obtained from a Majority of the Controlling Class (such consent not to be obligated tounreasonably withheld, but may conditioned or delayed); (xxiii) to accommodate the settlement of the Debt in its discretion, book-entry form through the facilities of DTC or otherwise; (xxiv) to change the date within the month on which reports are required to be delivered hereunder; (xxv) to enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under additional agreements not expressly prohibited by this Indenture if the Issuer determines that such agreement would not, upon or otherwise. The Trustee shall be entitled to seek an Opinion of Counselafter becoming effective, at materially and adversely affect the Company’s expense, that any such supplemental indenture is authorized rights and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent interests of the Holders of any Class of Securities; provided that (x) any such additional agreements include customary limited recourse and non-petition provisions and (y) consent to such supplemental indenture has been obtained from a Majority of the Notes at Controlling Class (such consent not to be unreasonably withheld, conditioned or delayed); (xxvi) following the time outstandingoccurrence of a Benchmark Transition Event and its related Benchmark Replacement Date, notwithstanding to enter into a Benchmark Replacement Rate Amendment if the Collateral Manager determines that a supplemental indenture is necessary in order to adopt a Benchmark Replacement and/or to make Benchmark Replacement Conforming Changes; (xxvii) to make such amendments as are necessary or advisable in the good faith and reasonable judgment of the Collateral Manager to conform this Indenture to any publication by the Relevant Governmental Body on or after the Closing Date of any new or updated recommendations with respect to reference rate replacement language for the leveraged loan market or the collateralized loan obligation market; (xxviii) to amend, modify or otherwise change the provisions of Section 10.02this Indenture so that (1) the Issuer is not a “covered fund” under the ▇▇▇▇▇▇▇ Rule, (2) the Debt is not considered to constitute “ownership interests” under the ▇▇▇▇▇▇▇ Rule or (3) ownership of the Debt will otherwise be exempt from the ▇▇▇▇▇▇▇ Rule; or (xxix) to make any amendments necessary or desirable (as determined by the Collateral Manager in its sole discretion) to effect a change in the Issuer’s jurisdiction of formation (whether by merger, reincorporation, transfer of assets or otherwise) following any other development or regulatory action with respect to anti-money laundering, bribery or corruption matters which could reasonably (as determined by the Collateral Manager in its sole discretion) have a negative impact on the financial and/or regulatory treatment of the Issuer, the Securities or the Holders.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; orHolder in any material respect; (g) in connection with any Merger Event, to provide that the notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07; (h) to conform the provisions of this Indenture or the Notes to the “Description of the Notesnotes” section of the Offering Memorandum; (i) to comply with the rules of any applicable securities depositary, including DTC, so long as such amendment does not adversely affect the rights of any Holder; or (j) to appoint a successor Trustee with respect to the Notes. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The CompanyWithout the consent of any Holders, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11X; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; orHolder as determined by the Company in good faith; (hg) to conform the provisions of this Indenture or the Notes to the “Description of the Notes” section of the Offering MemorandumCompany’s prospectus supplement, dated October 29, 2024, as evidenced in an Officer’s Certificate; (h) to comply with the rules of any applicable Depositary, including DTC, so long as such amendment does not adversely affect the rights of any Holder in any material respect; (i) to appoint a successor Trustee with respect to the Notes; or (j) to provide for the acceptance of appointment by a successor Trustee, Security Registrar or Paying Agent to facilitate the administration of the trusts under this Indenture by more than one trustee. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, indenture and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 8.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.028.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Company and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults Default of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes to the terms of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07; (g) to make any change that does not adversely affect the rights of any Holder; (g) in connection with any Merger Event, to provide that the Notes are convertible into Reference Property, subject to the provisions of Section 14.02, and make such related changes to the terms of the Notes to the extent expressly required by Section 14.07 or reasonably deemed necessary by the Company to provide that the Notes are convertible into Reference Property as required by this Indenture; (h) to appoint a successor Trustee with respect to the Notes; or (hi) to conform the provisions of this Indenture or the Notes to the “Description of the Notesnotes” section of the Offering Memorandum. Upon the written request of the Company, the Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.

Supplemental Indentures Without Consent of Holders. The Company, when authorized by the resolutions of the Board of Directors, Directors and the Trustee, at the Company’s expense and directionexpense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to cure any ambiguity, omission, defect or inconsistency; (b) to provide for the assumption by a Successor Company of the obligations of the Company under this Indenture and the Notes pursuant to Article 11; (c) to add guarantees with respect to the Notes; (d) to secure the Notes; (e) to add to the covenants or Events of Defaults of the Company for the benefit of the Holders or surrender any right or power conferred upon the Company; (f) upon the occurrence of any transaction or event described in Section 14.07(a), to (i) provide that the Notes are convertible into Reference Property, subject to Section 14.02, and (ii) effect the related changes for an adjustment to the terms Conversion Rate of the Notes described under Section 14.07(a), in each case, in accordance with Section 14.07as required or permitted by Article 14; (g) to evidence any change in the Trustee as permitted by Article 7; (h) to reflect the issuance of additional Notes as permitted by Section 2.10; (i) to make any change that does not adversely affect the rights of any HolderHolder (as determined by the Company in good faith and evidenced by an Officer’s Certificate); (j) in connection with any Share Exchange Event, to provide that the Notes are convertible into Reference Property (subject to Section 14.02) and to make certain related changes to the terms of the Notes to the extent expressly required by this Indenture (as determined by the Company in good faith and evidenced by an Officer’s Certificate); or (hk) to conform the provisions of this Indenture or the Notes to the “Description of the Notesnotes” section of the Offering MemorandumMemorandum (as determined by the Company in good faith and evidenced by an Officer’s Certificate). Upon the written request of the Company, and subject to Section 10.05, the Trustee is hereby authorized to to, and shall, join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to, but may in its discretion, enter into any supplemental indenture that affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. The Trustee shall be entitled to seek an Opinion of Counsel, at the Company’s expense, that any such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law. Any supplemental indenture authorized by the provisions of this Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Notes at the time outstanding, notwithstanding any of the provisions of Section 10.02.