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

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer(1) In addition to any supplemental indenture otherwise authorized by this Indenture, the Issuer and the Guarantor, each when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder or Guarantor Order, as applicable), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, which comply with the Trust Indenture Act of 1939, as then in effect, without the consent of the Holders, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8IX; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, provided that no such action shall not materially adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor Trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than one Trustee, pursuant to the Securities requirements of such series, all as provided in Section 12.06 hereof. 6.11; and (g) to make any other changes that do not materially adversely affect holders of the affected Securities. (2) The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. . (3) Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer(1) In addition to any supplemental indenture otherwise authorized by this Indenture, the Issuer and the Guarantor, each when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder or Guarantor Order, as applicable), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, which comply with the Trust Indenture Act of 1939, as then in effect, without the consent of the Holders, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8IX; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, provided that no such action shall not materially adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor Trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than one Trustee, pursuant to the Securities requirements of such series, all as provided in Section 12.06 hereof. 6.11; and (g) to make any other changes that do not materially adversely affect holders of the affected Securities. (2) The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. . (3) Any supplemental indenture authorized by the provisions of this section Section 8.1 may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, Company (when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized therebyDirectors), and the Guarantor, Guarantor (when authorized by a resolution of the Guarantor’s Board of Directors, Resolution) and the Trustee for the Securities of an affected Series 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, if such act shall then be applicable to the Indenture, as in force at the date of the execution thereof), in form satisfactory to such Trustee, and applicable to a particular Series of Securities or all Series of Securities Outstanding or to be Outstanding hereunder for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series Series any property or assets; (b) to evidence the succession of another legal entity Corporation to the Issuer Company or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Corporation of the covenants, agreements and obligations of the Issuer Company or the Guarantor, as the case may be, pursuant to Article 8Nine; (c) to add to the covenants of the Issuer Company or the Guarantor Guarantor, as the case may be, such further covenants, restrictions, conditions or provisions as the IssuerBoard of Directors or the Guarantor’s Board of Directors, the Guarantor as applicable, and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities of any or all Series and, if such additional covenants are to be for the benefit of less than all the Series of Securities stating that such covenants are being added solely for the benefit of such Series, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forthforth (and if such additional Events of Default are to be for the benefit of less than all Series of the Securities stating that such Events of Default are being added solely for the benefit of such Series); provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of not less than a majority in aggregate principal amount at Maturity of the Securities of such series Series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Issuer Board of Directors or the Guarantor Guarantor’s Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form or terms of Securities of any series Series as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor Trustee with respect to a series of Securities and under the Securities of such series one or more Series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under by more than the one Trustee, pursuant to the requirements of Section 6.11; or (g) for the issuance of a different Series of Securities; provided, that prior to the issuance of any such Securities as obligor on different Series, a supplemental indenture may change any provision of this Indenture applicable only to such Series. Any amendment described in clause (d) above made solely to conform this Indenture or the Securities of a particular Series to the final prospectus, offering memorandum or other disclosure document provided to investors in connection with the initial offering of such series, all as provided Securities by the Company will not be deemed to adversely affect the interests of the Holders in Section 12.06 hereofany respect. The Trustee is hereby authorized to join with the Issuer Company and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee may from time to time and at any time time, without the consent of any of the Securityholders, enter into an indenture or indentures supplemental hereto in form satisfactory to the Trustee for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity a corporation, limited liability company, partnership or trust to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the such successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 89; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor its Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) to cure any ambiguity ambiguity, defect or inconsistency, or to correct conform this Indenture 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 or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders description of the Securities set forth in any material respectprospectus or prospectus supplement related to such series of Securities; (e) to provide for or add guarantors for the Securities of one or more series; (f) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; (g) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 6.11; (h) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms, purposes of issue, authentication and delivery of any series of Securities, as herein set forth; (i) to make any change to the Securities of any series so long as no Securities of such series are Outstanding; and (fj) to evidence make any other change that does not adversely affect the assumption by the Guarantor of all interests of the rights and obligations Holders of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereofany material respect. The Trustee is hereby authorized to shall join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized thereby), Order) and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, the Securities Administrator and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 89; (c) to add to the covenants of the Issuer or the Guarantor Guarantor, as the case may be, such further covenants, restrictions, conditions or provisions as the IssuerIssuer or the Guarantor, as the Guarantor and the Trustee case may be, shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form forms or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee or securities administrator with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than one trustee, pursuant to the Securities requirements of such series, all as provided in Section 12.06 hereof6.11. The Trustee and the Securities Administrator is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and (with respect to the Trustee) to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but neither the Trustee nor the Securities Administrator shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s or the Securities Administrator’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, each when authorized by by, or pursuant to a resolution of the Guarantor’s Board of DirectorsResolution, and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements agreements, rights and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8Eight; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, Issuer or the Guarantor and the Trustee shall consider to be for the protection benefit of the Holders of Securities, one or more series of Securities (and to make the occurrence, or the occurrence and continuance, of a default in any if such additional covenants, restrictions, conditions or provisions an Event are to be for the benefit of less than all series of Securities, stating that such covenants, restrictions, conditions or provisions are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Issuer or the Guarantor; (d) to add additional Events of Default permitting the enforcement of all or and to provide with respect thereto for any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision such supplemental indenture may provide for a particular period periods 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 an Event default or for any limitation of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit default; (e) to provide for the right assumption by the Guarantor of the Holders covenants, agreements, rights and obligations of a majority the Issuer pursuant to Section 2.15; (f) to provide for the issuance under this Indenture of Securities in aggregate bearer form (including Securities registrable as to principal amount only) with or without interest coupons and to provide for exchangeability of such Securities with the Securities of the same series or tranche, as the case may be, issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (dg) to cure any ambiguity or to correct or supplement any provision contained herein herein, in the Securities of any series or in the Guaranty or in any supplemental indenture which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture; or to change or eliminate any provision or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respectat the time Outstanding; (eh) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.032.5; andor (fi) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.025.

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Company Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of DirectorsResolution, and the Trustee may for the Securities of any or all Series may, from time to time and at any time time, enter into an indenture one or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof), in form satisfactory to such Trustee, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may be, Company or successive successions, and the assumption by the successor legal such entity of the covenants, agreements and obligations of the Issuer or Company herein and in the Guarantor, as the case may be, pursuant to Article 8Securities; (cb) to add to the covenants Events of the Issuer or the Guarantor Default such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be Events of Default for the protection of the Holders of SecuritiesSecurities of any or all Series (and, and to make the occurrence, or the occurrence and continuance, of a default in any if such additional covenants, restrictions, conditions or provisions an Event Events of Default permitting are to be for the enforcement benefit of less than all the Series of Securities stating that such Events of Default are being added solely for the benefit of one or any of the several remedies provided in this Indenture as herein set forthmore particular Series); provided, that that, in respect of any such additional covenantEvents of Default, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right rights of the Holders of a majority in aggregate principal amount of the applicable Securities of such series to waive upon such an Event of Default; (c) to add to the covenants of the Company such further covenants for the protection of the Holders of Securities of any or all Series (and, if such additional covenants are to be for the benefit of less than all the Series of Securities stating that such covenants are being added solely for the benefit of one or more particular Series), or to surrender any right or power herein conferred upon the Company with regard to all or any Securities of any or all Series (and, if such surrender is to be for the benefit of less than all the Series of Securities stating that such surrender is being added solely for the benefit of one or more particular Series); (d) 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 or under any supplemental indenture as the Issuer or the Guarantor Company Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the Securities in or the Holders of any material respectCoupons; (e) to establish the form or form, terms and conditions of Securities of any series Series and the Coupons, if any, as permitted by Sections 2.01 and 2.03; and; (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under 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 administration of the trusts hereunder by more than the one Trustee, pursuant to the requirements of Section 6.11; (g) to delete, modify or add provisions of this Indenture; provided that, except as otherwise contemplated by Section 2.03, such series deletion, modification or addition does not apply to any Outstanding Security created prior to the date of such supplemental indenture; (h) to secure, or, if applicable, provide additional security for, any Securities and to provide for matters relating thereto, and to provide for the release of any collateral as security for any Securities; or (i) to amend or supplement any provision contained herein, which was required to be contained herein in order for this Indenture to be qualified under the Issuer from its liabilities hereunder and under Trust Indenture Act, if the Trust Indenture Act or regulations thereunder change what is so required to be included in qualified indentures, in any manner not inconsistent with what then may be required for such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereofqualification. The Trustee is hereby authorized to join with the Issuer and the Guarantor Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property collateral thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section 8.01 may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 89; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions a Default or an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an a Default or Event of Default or may limit the remedies available to the Trustee upon such an a Default or Event of 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 an a Default or Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 and 2.03; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.026.

Supplemental Indentures Without Consent of Securityholders. The IssuerIssuer and Parent, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board their Boards of Directors, and the Trustee for the Securities of any and all Series 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 of 1939 as in force at the date of the execution thereof), in form satisfactory to such Trustee, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series Series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beParent, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, Parent pursuant to Article 8Nine; (c) to add to the covenants of the Issuer or the Guarantor and Parent such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor their Boards of Directors and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities of any or all Series and, if such additional covenants are to be for the benefit of less than all the Series of Securities stating that such covenants are being added solely for the benefit of such Series, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forthforth (and if such additional Events of Default are to be for the benefit of less than all Series of the Securities stating that such Events of Default are being added solely for the benefit of such Series); provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series Series to waive such an Event of Default; (d) to cure any ambiguity or to correct or supplement any provision contained herein or in any supplemental indenture which may way 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 or under any supplemental indenture as the Issuer or the Guarantor Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the Securities in or the Holders of any material respectCoupons; (e) to establish the form or terms of Securities of any series Series as permitted by Sections 2.01 and 2.03; and; (f) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than the one Trustee, pursuant to the requirements of Section 6.11; or (g) to evidence the assumption by the Guarantor Parent of all of the rights and obligations of the Issuer hereunder with respect to a series Series of Securities and under the Securities of such series Series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such seriesSeries, all as provided in Section 12.06 14.05 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor Parent in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 89; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions a Default or an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an a Default or Event of Default or may limit the remedies available to the Trustee upon such an a Default or Event of 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 an a Default or Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 and 2.03; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than one trustee, pursuant to the Securities requirements of such series, all as provided in Section 12.06 hereof6.11. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.02.

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of DirectorsResolution, and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series Series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beCompany, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, Company pursuant to Article 8Nine; (c) to add to the covenants of the Issuer or the Guarantor Company such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor its Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series Series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the Securities in or the Holders of any material respectCoupons; (e) to establish the form or terms of Securities of any series Series as permitted by Sections 2.01 2.1 and 2.032.3; andor (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such series one or more Series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than the Securities one trustee, pursuant to the requirements of such series, all as provided in Section 12.06 hereof6.11. The Trustee is hereby authorized to join with the Issuer and the Guarantor Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, each when authorized by by, or pursuant to a resolution of the Guarantor’s Board of DirectorsResolution, and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8Eight; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection benefit of the Holders of Securities, one or more series of Securities (and to make the occurrence, or the occurrence and continuance, of a default in any if such additional covenants, restrictions, conditions or provisions an Event are to be for the benefit of less than all series of Securities, stating that such covenants, restrictions, conditions or provisions are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Issuer or the Guarantor; (d) to add additional Events of Default permitting the enforcement of all or and to provide with respect thereto for any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision such supplemental indenture may provide for a particular period periods 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 an Event default or for any limitation of Default or may limit the remedies available to the Trustee upon such an Event default; (e) to provide for the issuance under this Indenture of Default Securities in bearer form (including Securities registrable as to principal only) with or may limit the right without interest coupons and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of the same series or Tranche, as the case may be, issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (df) to cure any ambiguity or to correct or supplement any provision contained herein herein, in the Securities of any series or in the Guaranty or in any supplemental indenture which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture; or to change or eliminate any provision or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respectat the time Outstanding; (eg) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.03; and2.6; (fh) to evidence and provide for the assumption acceptance of appointment hereunder by a successor trustee with respect to the Guarantor Securities of all one or more series and to add to or change any of the rights and obligations 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 5.9; (i) to add to or change any provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities convertible into other securities; or (j) to effectuate the provisions of Section 12.5(b). Upon the request of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release Guarantor, accompanied by copies of Resolutions authorizing the execution of any such supplemental indenture, certified by the secretary or any assistant secretary of each of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such seriesGuarantor, all as provided in Section 12.06 hereof. The the Trustee is hereby authorized to shall join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained 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) enter into any such supplemental indenture which adversely affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed by the Issuer, the Guarantor and the Trustee without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.027.2.

Supplemental Indentures Without Consent of Securityholders. The IssuerWithout the consent of any holders of the Securities, the Company, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the 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 it shall be in force at the date of execution of such indenture or indentures) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beCompany, or successive successions, and the assumption by the successor legal entity Successor of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, Company pursuant to Article 8Eleven; (cb) to add to the covenants and agreements of the Issuer or the Guarantor Company such further covenants, restrictionsagreements, restrictions or conditions for the protection of the holders of the Securities of all or provisions any series as the Issuer, the Guarantor its Board of Directors and the Trustee shall consider to be for the protection of the Holders holders of Securities of such series (and if such covenants, agreements, restrictions or conditions are to be for the benefit of less than all series of Securities, stating that such covenants, agreements, restrictions or conditions are expressly being included for the benefit of such series), and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictionsagreements, restrictions or conditions a default or provisions an Event of Default 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, restrictionagreement, restriction or 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 an Event of Default default or may limit the remedies available to the Trustee upon such an Event of Default default or may limit the right of the Holders holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event default; (c) to add, delete or modify any Events of DefaultDefault with respect to all or any series of the Securities, the form and terms of which are being established pursuant to such supplemental indenture as permitted in Sections 2.01, 2.02 and 2.03 (and, if any such event of default is applicable to fewer than all such series of the Securities, specifying the series to which such event of default is applicable), and to specify the rights and remedies of the Trustee and the holders of such Securities in connection therewith; (d) 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 provisions contained herein or in any supplemental indenture; , or to make such any other addition, modification or elimination as shall not be inconsistent with the provisions in regard to matters or questions arising under of this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders holders of the Securities in any material respectSecurities; (e) to establish the form or and terms of the Securities of any series as permitted by in Sections 2.01 2.01, 2.02 and 2.03, or to authorize the issuance of additional Securities of a series previously authorized or to add to the conditions, limitations or restrictions on the authorized amount, terms of purposes of issue, authentication or delivery of the Securities of any series, as herein set forth, or other conditions, limitations or restrictions thereafter to be observed; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than one trustee, pursuant to the Securities requirements of such series, all as provided in Section 12.06 hereof7.10. The Trustee is hereby authorized to join with the Issuer and the Guarantor Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may Section shall be executed without by the Company and the Trustee and shall not require the consent of the Holders holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.0210.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the 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 in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8Nine; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor its Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor Board of Directors may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.032.3, including, without limitation, any terms relating to the issuance, exchange, registration or transfer of Securities issued in whole or in part in the form of one or more global Securities and the payment of any principal thereof, or interest or premium, if any, thereon; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.026.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by or pursuant to a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, Guarantor and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8IX; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, provided, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respectSecurities, Guarantees or Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons or Guarantees appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under by more than one trustee, pursuant to the requirements of Section 6.12; and (g) to change or eliminate any of the provisions of this Indenture, or to add any new provision to this Indenture, in respect of one or more series of Securities; provided, however, that any such Securities as obligor change, elimination or addition shall not apply to any Security Outstanding on the Securities date of such series, all as provided in Section 12.06 hereofindenture supplemental hereto. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee for the Securities of any and all Series 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 of 1939 as in force at the date of the execution thereof), in form satisfactory to such Trustee, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series Series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beCompany, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, Company pursuant to Article 8Nine; (c) to add to the covenants of the Issuer or the Guarantor Company such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor its Board of Directors and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities of any or all Series and, if such additional covenants are to be for the benefit of less than all the Series of Securities stating that such covenants are being added solely for the benefit of such Series, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forthforth (and if such additional Events of Default are to be for the benefit of less than all Series of the Securities stating that such Events of Default are being added solely for the benefit of such Series); provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series Series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the Securities in or the Holders of any material respectCoupons; (e) to establish the form or terms of Securities of any series Series as permitted by Sections 2.01 2.1 and 2.032.3; andor (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor Trustee with respect to a series of Securities and under the Securities of such 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 administration of the trusts hereunder by more than the one Trustee, pursuant to the requirements of Section 6.11.; or (g) to add Note Guarantees with respect to Securities of any series and the release allow any Note Guarantor to execute a supplemental indenture or Note Guarantee with respect to such Guarantee of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided or to add collateral to secure the Securities of such series (or to release any Note Guarantor from its Note Guarantee or release any such collateral if such release is in Section 12.06 hereof. The Trustee is hereby authorized to join accordance with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions terms of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02Indenture).

Supplemental Indentures Without Consent of Securityholders. The Issuer, Company (when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized therebyDirectors), and the Guarantor, Guarantor (when authorized by a resolution of the Guarantor’s Board of Directors, Resolution) and the Trustee for the Securities of an effected Series 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 of 1939, if such act shall then be applicable to the Indenture, as in force at the date of the execution thereof), in form satisfactory to such Trustee, and applicable to a particular Series of Securities or all Series of Securities outstanding or to be outstanding hereunder for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series Series any property or assets; (b) to evidence the succession of another legal entity Corporation to the Issuer Company or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Corporation of the covenants, agreements and obligations of the Issuer Company or the Guarantor, as the case may be, pursuant to Article 8Nine; (c) to add to the covenants of the Issuer Company or the Guarantor Guarantor, as the case may be, such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor its Board of Directors and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities of any or all Series and, if such additional covenants are to be for the benefit of less than all the Series of Securities stating that such covenants are being added solely for the benefit of such Series, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forthforth (and if such additional Events of Default are to be for the benefit of less than all Series of the Securities stating that such Events of Default are being added solely for the benefit of such Series); provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of not less than a majority in aggregate principal amount at Maturity of the Securities of such series Series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Issuer Board of Directors or the Guarantor Guarantor’s Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form or terms of Securities of any series Series as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor Trustee with respect to a series of Securities and under the Securities of such series one or more Series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under by more than the one Trustee, pursuant to the requirements of Section 6.11; or (g) for the issuance of a different Series of Securities; provided, that prior to the issuance of any such Securities as obligor on different Series, a supplemental indenture may change any provision of this Indenture applicable only to such Series. Any amendment described in clause (d) above made solely to conform this Indenture or the Securities of a particular Series to the final offering memorandum or other disclosure document provided to investors in connection with the initial offering of such series, all as provided Securities by the Company will not be deemed to adversely affect the interests of the Holders in Section 12.06 hereofany respect. The Trustee is hereby authorized to join with the Issuer Company and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, each when authorized by by, or pursuant to a resolution of the Guarantor’s Board of DirectorsResolution, and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8Eight; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection benefit of the Holders of Securities, one or more series of Securities (and to make the occurrence, or the occurrence and continuance, of a default in any if such additional covenants, restrictions, conditions or provisions an Event are to be for the benefit of less than all series of Securities, stating that such covenants, restrictions, conditions or provisions are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Issuer or the Guarantor; (d) to add additional Events of Default permitting the enforcement of all or and to provide with respect thereto for any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision such supplemental indenture may provide for a particular period periods 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 an Event default or for any limitation of Default or may limit the remedies available to the Trustee upon such an Event default; (e) to provide for the issuance under this Indenture of Default Securities in bearer form (including Securities registrable as to principal only) with or may limit the right without interest coupons and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of the same series or Tranche, as the case may be, issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (df) to cure any ambiguity or to correct or supplement any provision contained herein herein, in the Securities of any series or in the Guaranty or in any supplemental indenture which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture; or to change or eliminate any provision or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respectat the time Outstanding; (eg) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.03; and2.6; (fh) to evidence and provide for the assumption acceptance of appointment hereunder by a successor trustee with respect to the Guarantor Securities of all one or more series and to add to or change any of the rights and obligations 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 5.9; (i) to add to or change any provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities convertible into other securities; or (j) to effectuate the provisions of Section 11.5(b). Upon the request of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release Guarantor, accompanied by copies of Resolutions authorizing the execution of any such supplemental indenture, certified by the secretary or any assistant secretary of each of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such seriesGuarantor, all as provided in Section 12.06 hereof. The the Trustee is hereby authorized to shall join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained 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) enter into any such supplemental indenture which adversely affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed by the Issuer, the Guarantor and the Trustee without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.027.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and a copy of which shall be delivered to the Guarantor, when authorized by a resolution of the Guarantor’s Board of DirectorsTrustee, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor Board may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect, as determined by the Board, as evidenced in a Board Resolution; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than one trustee, pursuant to the Securities requirements of such series, all as provided in Section 12.06 hereof5.10. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, as determined by the Trustee in its sole discretion. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer(a) In addition to any supplemental indenture otherwise authorized by this Indenture, the Issuer and the Guarantor, each, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder or Guarantor Order, as applicable), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, which comply with the Trust Indenture Act, as then in effect, without the consent of the Holders, for one or more of the following purposes: (ai) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (bii) to evidence the succession of another legal entity Person to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 89; (ciii) to add to the covenants of the Issuer or the Guarantor or other provisions hereof such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securitiesany series of Securities or any Coupons appertaining thereto, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (div) 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; indenture or in the final prospectus or prospectus supplement or other definitive offering document with respect to the Securities, or to make such any other provisions in regard as the Issuer may deem necessary or desirable with respect to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which Indenture, provided that no such action shall not materially adversely affect the interests of the Holders of the Securities in of any material respectseries or any Coupons appertaining thereto; (ev) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 Section 2.1 and 2.03Section 2.3; (vi) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10; (vii) to make any change to the provisions of Article 11 that limits or terminates the benefits applicable to any holder of Senior Debt or Subordinated Indebtedness; and (fviii) to evidence make any other changes that do not materially and adversely affect the assumption by Holders of any Securities or the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. Coupons appertaining thereto. (b) The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. . (c) Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8Nine; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; providedPROVIDED, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, PROVIDED that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Board (which the resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 make provision with respect to the conversion rights of the holders of Securities pursuant to the requirements of Section 15.6 or the repurchase obligations of the Company pursuant to the requirements of Section 16.5; (b) subject to Article IV, to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series Securities, any property or assets; (bc) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beCompany, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, Company pursuant to Article 8XII; (cd) to add to the covenants of the Issuer or the Guarantor Company such further covenants, restrictions, restrictions or conditions or provisions as the Issuer, the Guarantor Board of Directors and the Trustee shall consider to be for the protection benefit of the Holders holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, restrictions or conditions a default or provisions an Event of Default 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, restriction or 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 an Event of Default default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Defaultdefault; (de) to provide for the issuance under this Indenture of Securities in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of such Securities with the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (f) 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 or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not materially adversely affect the interests of the Holders holders of the Securities in any material respectSecurities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (fg) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor Trustee with respect to a series the Securities; or (h) to modify, eliminate or add to the provisions of Securities and this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the Securities of such series and the release of the Issuer from its liabilities hereunder and Trust Indenture Act, or under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereofany similar federal statute hereafter enacted. The Trustee is hereby authorized to join with the Issuer and the Guarantor Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge transfer and assignment of any property thereunder, but the Trustee shall not be obligated to to, but may in its discretion, enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section 11.1 may be executed by the Company and the Trustee without the consent of the Holders holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.0211.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions reso- lution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security secu- rity for the Securities of one or more series any property or assets; ; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; Nine; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictionsrestric- tions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision such supplemental sup- plemental indenture may provide for a particular period of grace after default de- fault (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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; ; (d) to cure any ambiguity or to correct or supplement any provision contained con- tained herein or in any supplemental indenture which may be defective or inconsistent in- consistent 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 or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.57

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), Company and the Guarantor, when authorized by a resolution resolutions of the Guarantor’s Board their respective Boards of Directors, and the 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer Company or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Company or the Guarantor, as the case may be, pursuant to Article 8X hereof; (cb) to add to the covenants of the Issuer Company or the Guarantor such further covenants, restrictions, restrictions or conditions for the protection of the holders of all or provisions any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities stating that such covenants are expressly being included for the benefit of such series) as the Issuer, the Guarantor such Boards of Directors and the Trustee shall consider to be for the protection of the Holders holders of such Securities, and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, restrictions or conditions a default or provisions an Event of Default 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, restriction or 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 an Event of Default default or may limit the remedies available to the Trustee upon such an Event default; (c) to provide for the issuance under this Indenture of Default or may limit the right Securities in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (d) 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 or under Indenture; provided that any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which such action shall not adversely affect the interests of the Holders holders of the Securities in any material respectSecurities; (e) to establish add to, delete from, or revise the form or terms of Securities of any series as permitted by Sections Section 2.01 and 2.03; and, including, without limitation, any terms relating to the issuance, exchange, registration or transfer of Securities issued in whole or in part in the form of one or more Global Securities and the payment of any principal thereof, or interest or premium, if any, thereon; (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities 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 6.11; (g) to make any change that does not adversely affect the rights of any Securityholder in any material respect as evidenced by an Opinion of Counsel delivered to the Trustee; (h) to comply with the requirements of the Commission in order to effect or maintain the qualification of this Indenture under the Trust Indenture Act; or (i) to provide for the issuance of and under such establish the form and terms and conditions of the Debt Securities as obligor on and the Securities Guarantees of such any series, all as provided in Section 12.06 hereofto establish the form of any certifications required to be furnished pursuant to the terms of this Indenture or any series of Securities, or to add to the rights of the holders of any series of Securities. The Trustee is hereby authorized to join with the Issuer Company and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge transfer and assignment of any property thereunder, but the Trustee shall not be obligated to to, but may in its discretion, enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section 9.01 may be executed by the Company, the Guarantor and the Trustee without the consent of the Holders holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.029.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer(a) In addition to any supplemental indenture otherwise authorized by this Indenture, the Issuer and the Guarantor, each, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder or Guarantor Order, as applicable), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, which comply with the Trust Indenture Act, as then in effect, without the consent of the Holders, for one or more of the following purposes: (ai) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (bii) to evidence the succession of another legal entity Person to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 89; (ciii) to add to the covenants of the Issuer or the Guarantor or other provisions hereof such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securitiesany series of Securities or any Coupons appertaining thereto, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (div) 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; indenture or in the final prospectus or prospectus supplement or other definitive offering document with respect to the Securities, or to make such any other provisions in regard as the Issuer may deem necessary or desirable with respect to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which Indenture, provided that no such action shall not materially adversely affect the interests of the Holders of the Securities in of any material respectseries or any Coupons appertaining thereto; (ev) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 Section 2.1 and 2.03Section 2.3; (vi) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10; (vii) to make any change to the provisions of Article 11 that limits or terminates the benefits applicable to any holder of Senior Debt; and (fviii) to evidence make any other changes that do not materially and adversely affect the assumption by Holders of any Securities or the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. Coupons appertaining thereto. (b) The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. . (c) Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 89; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions a Default or an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an a Default or Event of Default or may limit the remedies available to the Trustee upon such an a Default or Event of 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 an a Default or Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 and 2.03; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than one trustee, pursuant to the Securities requirements of such series, all as provided in Section 12.06 hereof6.11. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.02.

Supplemental Indentures Without Consent of Securityholders. The IssuerIssuers, when authorized by a resolution Board Resolution of its Board each Issuer (which resolutions may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to either or both of the Issuer or the Guarantor, as the case may beIssuers, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the such Issuer or the Guarantor, as the case may be, Issuers pursuant to Article 8Nine; (c) to add to the covenants of either or both of the Issuer or the Guarantor Issuers such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuers and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series), and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor Issuers may deem necessary or desirable, provided, however, that no such action shall materially adversely affect the interests of the Holders of the Securities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.1 and 2.3; (f) to provide for the issuance of Securities of any series in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of such Securities for the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (g) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the Trust Indenture Act of 1939, or under any similar federal statute hereafter enacted, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act of 1939, excluding, however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act of 1939 as in effect at the date as of which this instrument was executed or any corresponding provision provided for in any similar federal statute hereafter enacted; (h) to evidence and provide for the acceptance of appointment hereunder of a Trustee other than The Chase Manhattan Bank as Trustee for a series of Securities and to add to or change any of 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 6.9 hereof; (i) subject to Section 8.2 hereof, to add to or modify the provisions hereof as may be necessary or desirable and to provide for the denomination of Securities in foreign currencies which shall not adversely affect the interests of the Holders of the Securities in any material respect; (ej) to establish modify the form covenants or terms Events of Default of the Issuers solely in respect of, or add new covenants or Events of Default of the Issuers that apply solely to, Securities not Outstanding on the date of such supplemental indenture; (k) to evidence and provide for the acceptance of appointment hereunder by a successor trustee with respect to the Securities of one or more series and to add to or change any series of the provisions of this Indenture as permitted shall be necessary to provide for or facilitate the administration of the trusts hereunder by Sections 2.01 and 2.03more than one trustee, pursuant to the requirements of Section 6.11; and (fl) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and provide for the release of the Issuer TEC from its liabilities hereunder obligations under this Indenture and under such Securities as obligor on the Securities of such series, all as provided in accordance with Section 12.06 hereof3.7. The Trustee is hereby authorized to join with the Issuer and the Guarantor Issuers in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingthen Outstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The IssuerWithout the consent of the Holders of any Securities, the Company, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Resolution, and [the Guarantor, when authorized by a resolution of the Guarantor’s 's Board of Directors, Resolution,] and the Trustee may Trustee, at any time and 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: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b1) to evidence the succession of another legal entity Person to the Issuer Company [or the Guarantor, as the case may be, or successive successions], and the assumption by the any such successor legal entity of the covenants, agreements and obligations covenants of the Issuer Company [or the Guarantor, as ] herein and in the case may be, pursuant to Article 8;Securities contained; or (c2) to add to the covenants of the Issuer Company [or the Guarantor Guarantor], or to surrender any right or power herein conferred upon the Company [or the Guarantor], for the benefit of the Holders of the Securities of any or all series (and if such further covenants, restrictions, conditions covenants or provisions as the Issuer, the Guarantor and the Trustee shall consider surrender of such right or power are to be for the protection benefit of the Holders less than all series of Securities, and to make stating that such covenants are expressly being included or such surrenders are expressly being made solely for the occurrence, benefit of one or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forthmore specified series); provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default;or (d3) to cure any ambiguity or ambiguity, 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; herein, or to make such any other provisions in regard with respect to matters or questions arising under this Indenture; or (4) to add to this Indenture such provisions as may be expressly permitted by the TIA, excluding, however, the provisions referred to in Section 316(a)(2) of the TIA as in effect at the date as of which this instrument was executed or under any supplemental indenture corresponding provision in any similar federal statute hereafter enacted; or (5) to establish any form of Security, as provided in Article Two, and to provide for the Issuer or issuance of any series of Securities as provided in Article Three and to set forth the Guarantor may deem necessary or desirable and which shall not adversely affect terms thereof, and/or to add to the interests rights of the Holders of the Securities in of any material respect;series; or (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f6) to evidence and provide for the assumption acceptance of appointment by the Guarantor of all of the rights and obligations of the Issuer another corporation as a successor Trustee hereunder with respect to a one or more series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 Section 7.02611; or (7) to add any additional Events of Default in respect of the Securities of any or all series (and if such additional Events of Default are to be in respect of less than all series of Securities, stating that such Events of Default are expressly being included solely for the benefit of one or more specified series); or (8) to provide for the issuance of Securities in coupon as well as fully registered form. No supplemental indenture for the purposes identified in Clauses (2), (3), (5) or (7) above may be entered into if to do so would adversely affect the interest of the Holders of Securities of any series.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8IX; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee Issuer shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) to add any additional Events of Default for the benefit of the Holders (as determined by the Issuer) of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (e) to add one or more guarantees for the benefit of Holders of the Securities; (f) subject to any limitations established pursuant to Section 2.3, to provide for the issuance of additional Securities of any series; (g) to comply with the rules of any applicable Depositary; (h) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (i) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities; provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) modify the rights of the Holder of any such Security with respect to such provision or (B) shall become effective only when there is no Security described in clause (A)(i) Outstanding; (j) to supplement any of the 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 Section 10.1; provided that any such action shall not adversely affect the interests of the Holders of Securities of such series or any other series of Securities in any material respect; (k) to comply with the rules or regulations of any securities exchange or automated quotation system on which any of the Securities may be listed or traded; (l) to add to, change or eliminate any of the provisions of this Indenture as shall be necessary in accordance with any amendments to the Trust Indenture Act; (m) to cure any ambiguity ambiguity, defect, omission or inconsistency or to correct or supplement any provision contained herein or in any supplemental indenture which may be ambiguous, defective or inconsistent with any other provision contained herein or in any supplemental indenture; , or to make such any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, provided, that no such action shall not adversely affect the interests of the Holders of the Securities of any series in any material respect, as determined by the Issuer and evidenced to the Trustee in an Officer’s Certificate; (en) to establish the form forms or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.032.3; (o) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 6.12; and (fp) to evidence add to, change or eliminate any other provision under this Indenture; provided that such addition, change or elimination pursuant to this clause (p) shall not adversely affect the assumption interests of the Holders of Securities of any series in any material respect, as determined by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereofIssuer. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which adversely affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than one trustee, pursuant to the Securities requirements of such series, all as provided in Section 12.06 hereof5.10. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, copies of which shall be delivered to the Trustee, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect, as determined by the Board of the Issuer, as evidenced in a Board Resolution; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and; (f) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof; and (g) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, as determined by the Trustee in its sole discretion. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor its Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal Principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor Board of Directors may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03Section 2.1; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of the Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.025.

Supplemental Indentures Without Consent of Securityholders. (1) The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8IX; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; providedPROVIDED, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, PROVIDED that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.032.3; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor Trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than one Trustee, pursuant to the Securities requirements of such series, all as provided in Section 12.06 hereof. 6.11. (2) The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. . (3) Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, Guarantor and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets, or to confirm and evidence the release, termination, discharge or retaking of any lien with respect to or securing the Securities of any series when such release, termination, discharge or retaking is provided for under this Indenture; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securities (and, if such covenants are to be for the benefit of fewer than all series of Securities, stating that such covenants are being included solely for the benefit of such series), and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) to delete or modify any Events of Default with respect to all or any new series of the Securities, the form and terms of which are being established pursuant to such supplemental indenture, Officer’s Certificate or resolution of the Board as permitted in Section 2.01 (and, if any such Event of Default is applicable to fewer than all such series of the Securities, specifying the series to which such Event of Default is applicable), and to specify the rights and remedies of the Trustee and the Holders of such Securities in connection therewith; (e) to add to or change any of the provisions of this Indenture to provide, change or eliminate any restrictions on the payment of principal of or premium, if any, on Securities; provided that any such action shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (f) to change or eliminate any of the provisions of this Indenture; provided, however, that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; (g) to cure any ambiguity ambiguity, omission, mistake, defect or error, 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 surrender any right or power herein conferred upon the Issuer or the Guarantor; or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (eh) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and, or to authorize the issuance of additional Securities of a series previously authorized or to add to the conditions, limitations or restrictions on the authorized amount, form, terms or purposes of issue, authentication or delivery of the Securities of any series, as herein set forth, or other conditions, limitations or restrictions thereafter to be observed; (fi) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof; (j) to evidence and provide for the acceptance of appointment hereunder of a successor trustee or a Trustee (other than The Bank of New York Mellon) for a series of Securities and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by the successor trustee or more than one Trustee, as the case may be, pursuant to the requirements of Section 5.10; (k) to supplement any of the 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 Section 9.01; provided, however, that any such action shall not adversely affect the interests of the Holders of Securities of such series or any other series of Securities in any material respect; (l) to add to or change or eliminate any provisions of this Indenture as shall be necessary or desirable in accordance with any amendments to the Trust Indenture Act of 1939 or modify this Indenture, if necessary with respect to a series of Securities, in order to continue its qualification with respect to such series of Securities under the Trust Indenture Act of 1939; (m) to reduce the minimum denomination of any series of Securities; (n) to prohibit the authentication and delivery of additional series of Securities; (o) to add guarantors or co-obligors with respect to any series of Securities, or to release guarantors from their guarantees of Securities in accordance with the terms of the applicable series of Securities; (p) to make such provisions as may be necessary to issue any Securities in exchange for existing Securities pursuant to a registration rights agreement or similar agreement; (q) to conform the provisions of this Indenture with respect to any series of Securities or the terms of such series of Securities to any provision of the “Description of Notes” in any offering memorandum or prospectus relating to the issuance of such series; or (r) to make any change in any series of Securities that does not adversely affect in any material respect the interests of the Holders of such Securities. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer(a) In addition to any supplemental indenture otherwise authorized by this Indenture, the Issuer and the Guarantor, each, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder or Guarantor Order, as applicable), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, which comply with the Trust Indenture Act, as then in effect, without the consent of the Holders, for one or more of the following purposes: (ai) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (bii) to evidence the succession of another legal entity Person to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 89; (ciii) to add to the covenants of the Issuer or the Guarantor or other provisions hereof such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securitiesany series of Securities or any Coupons appertaining thereto, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (div) 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; indenture or in the final prospectus or prospectus supplement or other definitive offering document with respect to the Securities, or to make such any other provisions in regard as the Issuer may deem necessary or desirable with respect to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which Indenture, provided that no such action shall not materially adversely affect the interests of the Holders of the Securities in of any material respectseries or any Coupons appertaining thereto; (ev) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 Section 2.1 and 2.03Section 2.3; (vi) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.10; and (fvii) to evidence make any other changes that do not materially and adversely affect the assumption by Holders of any Securities or the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. Coupons appertaining thereto. (b) The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. . (c) Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Without the consent of any Holders of Securities, the Issuer, when authorized by by, or pursuant to a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of DirectorsResolution, and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8Eight; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee Issuer shall consider to be for the protection benefit of the Holders of Securities, one or more series of Securities (and to make the occurrence, or the occurrence and continuance, of a default in any if such additional covenants, restrictions, conditions or provisions an Event are to be for the benefit of less than all series of Securities, stating that such covenants, restrictions, conditions or provisions are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Issuer; (d) to add additional Events of Default permitting the enforcement of all or and to provide with respect thereto for any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision such supplemental indenture may provide for a particular period periods 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 an Event default or for any limitation of Default or may limit the remedies available to the Trustee upon such an Event default; (e) to provide for the issuance under this Indenture of Default Securities in bearer form (including Securities registrable as to principal only) with or may limit the right without interest coupons and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of the same series or tranche, as the case may be, issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (df) to cure any ambiguity or to correct or supplement any provision contained herein herein, the Securities of any series or in any supplemental indenture which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture; or to change or eliminate any provision or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect affect, in any material respect, the interests of the Holders of the Securities in any material respectat the time Outstanding; (eg) 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; (h) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.032.5; andor (fi) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.025.

Supplemental Indentures Without Consent of Securityholders. The (a) Without the consent of the Holders of any Notes or any Preferred Shareholders, the Issuer, the Co-Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers Resolutions of the Issuer authorized thereby)Co-Issuers, and the Guarantor, when authorized by a resolution of the Guarantor’s Board of DirectorsTrustee, and the Trustee may and, at any time and from time to time and at any time subject to the requirement provided below in this Section 8.1, 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) evidence the succession of any Person to the Issuer or the Co-Issuer and the assumption by any such successor of the covenants of the Issuer or the Co-Issuer, as applicable, herein and in the Notes; (ii) add to the covenants of the Issuer, the Co-Issuer or the Trustee for the benefit of the Holders of the Notes, Preferred Shareholders or to surrender any right or power herein conferred upon the Issuer or the Co-Issuer, as applicable; (iii) convey, transfer, assign, mortgage or pledge any property to or with the Trustee, or add to the Trustee as security for conditions, limitations or restrictions on the Securities authorized amount, terms and purposes of one or more series any property or assetsthe issue, authentication and delivery of the Notes; (biv) evidence and provide for the acceptance of appointment hereunder of a successor ▇▇▇▇▇▇▇ and to evidence the succession of another legal entity add to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity change any of the covenants, agreements and obligations provisions of this Indenture as shall be necessary to facilitate the administration of the Issuer or the Guarantor, as the case may betrusts hereunder by more than one Trustee, pursuant to Article 8the requirements of Sections 6.9, 6.10 and 6.12 hereof; (cv) to add correct or amplify the description of any property at any time subject to the covenants lien of this Indenture, or to better assure, convey and confirm unto the Trustee any property subject or required to be subject 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) or to subject any additional property to the lien of this Indenture; (vi) modify the restrictions on and procedures for resales and other transfers of Notes to reflect any changes in applicable law or regulation (or the interpretation thereof) or to enable the Issuer and the Co-Issuer to rely upon any exemption from registration under the Securities Act, the Exchange Act or the Guarantor such further covenants1940 Act or to remove restrictions on resale and transfer to the extent not required thereunder; (vii) accommodate the issuance, restrictionsif any, conditions of Notes in global or provisions book-entry form through the facilities of DTC or otherwise; (viii) otherwise correct any inconsistency or cure any ambiguity, omission or mistake; (ix) take any action commercially reasonably necessary or advisable to prevent the Issuer from failing to qualify as a Qualified REIT Subsidiary or other disregarded entity of a REIT for U.S. federal income tax purposes or otherwise being treated as a foreign corporation engaged in a trade or business in the United States for federal income tax purposes, or to prevent the Issuer, the Guarantor and Holders of the Trustee shall consider to be for the protection of Notes, the Holders of Securities, and to make the occurrence, Preferred Shares or the occurrence and continuanceTrustee from being subject to withholding or other taxes, of fees or assessments or otherwise subject to U.S. federal, state, local or foreign income or franchise tax on a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Defaultnet income tax basis; (dx) to cure evidence any ambiguity waiver or elimination by the Rating Agency of any requirement or condition of the Rating Agency set forth herein or to correct amend or supplement any provision contained herein of this Indenture to the extent necessary to maintain the then-current ratings assigned to the Notes; (xi) accommodate the settlement of the Notes in book-entry form through the facilities of DTC, Euroclear or Clearstream, Luxembourg or otherwise; (xii) authorize the appointment of any listing agent, transfer agent, paying agent or additional registrar for any Class of Notes required or advisable in connection with the listing of any Class of Notes on any stock exchange, and otherwise to amend this Indenture to incorporate any changes required or requested by any governmental authority, stock exchange authority, listing agent, transfer agent, paying agent or additional registrar for any Class of Notes in connection therewith; (xiii) evidence changes to applicable laws and regulations; (xiv) reduce the minimum denominations required for transfer of the Notes; (xv) modify the provisions of this Indenture with respect to reimbursement of Nonrecoverable Interest Advances if (a) the Loan Obligation Manager determines that the commercial mortgage securitization industry standard for such provisions has changed, in order to conform to such industry standard and (b) such modification does not adversely affect the status of Issuer for federal income tax purposes, as evidenced by an Opinion of Counsel; (xvi) modify the procedures set forth in this Indenture relating to compliance with Rule 17g-5 of the Exchange Act; provided that the change would not materially increase the obligations of the Loan Obligation Manager, the Trustee, any paying agent, the servicer or the special servicer and would not adversely affect in any supplemental indenture which may be defective material respect the interests of any Noteholder or inconsistent with holder of the Preferred Shares; provided, further, that the Loan Obligation Manager must provide a copy of any such amendment to the Information Agent for posting to the Rule 17g-5 Website and provide notice of any such amendment to the Rating Agency; and (xvii) make any change to any other provision contained herein or in any supplemental indenture; or to make such other provisions in regard with respect to matters or questions arising under this Indenture or under any supplemental indenture as Indenture; provided that the Issuer or the Guarantor may deem necessary or desirable and which shall required action will not adversely affect in any material respect the interests of the Holders any Noteholder not consenting thereto, as evidenced by (A) an Opinion of Counsel or (B) satisfaction of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereofRating Agency Condition. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, indenture and to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereundercontained, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties duties, liabilities or immunities under this Indenture or otherwise, except to the extent required by law. Any If any Class of Notes is Outstanding and rated, the Trustee shall not enter into any such supplemental indenture authorized unless the Rating Agency Condition has been satisfied, the notice of which may be in electronic form. At the cost of the Issuer, the Trustee shall provide to each Noteholder and each holder of Preferred Shares and, for so long as any Class of Notes shall remain Outstanding and is rated, the Trustee shall provide to the Rating Agency a copy of any proposed supplemental indenture at least 15 Business Days prior to the execution thereof by the provisions Trustee, and, for so long as such Notes are Outstanding and so rated, request written confirmation, which may be in electronic form, from each noteholder and holder of Preferred Shares, that such proposed supplemental indenture will not materially and adversely affect such Noteholder or holder of Preferred Shares, and, as soon as practicable after the execution by the Trustee, the Issuer and the Co-Issuer of any such supplemental indenture, provide to the Rating Agency a copy of the executed supplemental indenture. Following such initial 15 Business Day period, the Trustee will provide an additional 15 Business Days’ notice to any Noteholder or holder of Preferred Shares that did not respond to the initial notice and, unless the Trustee is notified (after giving such initial 15 Business Days’ notice and second 15 Business Days’ notice, as applicable) by such Noteholder or such holder of Preferred Shares that such Person will be materially and adversely affected by the proposed supplemental indenture, the interests of such Person will be deemed not to be materially and adversely affected by such proposed supplemental indenture. The Trustee shall not enter into any such supplemental indenture if (i) as a result of such supplemental indenture, the interests of any Holder of Securities would be materially and adversely affected thereby, unless the Majority of each and every Class of Notes or the Preferred Shares so affected have approved such supplemental indenture (but, in each case, disregarding any Securities beneficially owned by the Loan Obligation Manager or any of its affiliates) or (ii) such action would adversely affect the tax treatment of the Holders of the Notes as described in the Offering Memorandum under the heading “Certain U.S. Federal Income Tax Considerations” to any material extent or otherwise cause any of the statements described in the Offering Memorandum under the heading “Certain U.S. Federal Income Tax Considerations” to be inaccurate or incorrect to any material extent. The Trustee shall be entitled to rely upon (i) the receipt of notice from the Rating Agency or the Requesting Party, which may be in electronic form, that the Rating Agency Condition has been satisfied and (ii) receipt of an Officer’s Certificate of the Loan Obligation Manager certifying that, following provision of notice of such supplemental indenture to the Noteholders and holders of the Preferred Shares and expiry of the time period set forth in the above paragraph, that the Holders of Securities would not be materially and adversely affected by such supplemental indenture. Such determination shall be conclusive and binding on all present and future Holders of Securities. The Trustee shall not be liable for any such determination made in good faith and in reliance upon such Officer’s Certificate. Furthermore, the Trustee shall not enter into any such supplemental indenture unless the Trustee has received an Opinion of Counsel from Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇ LLP or other nationally recognized U.S. tax counsel experienced in such matters that the proposed supplemental indenture will not cause the Issuer to (x) fail to be treated as a Qualified REIT Subsidiary or other disregarded entity of a REIT for U.S. federal income tax purposes or (y) be treated as a foreign corporation that is engaged in a trade or business in the United States for U.S. federal income tax purposes. (b) Notwithstanding Section 8.1(a) or any other provision of this section may be executed Indenture, without the consent of the Holders of any Notes or any Preferred Shareholders, the Issuer, the Co-Issuer, when authorized by Board Resolutions of the Securities at Co-Issuers, and when authorized by the time outstandingTrustee, notwithstanding the Trustee, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (i) conform this Indenture to the provisions described in this Offering Memorandum (or any supplement thereto); (ii) to correct any defect or ambiguity in this Indenture in order to address any manifest error in any provision of this Indenture; and (iii) to update this Indenture for any ▇▇▇▇▇’▇ Test Modification in the manner set forth in Section 7.0212.4 hereof.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8IX; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, provided, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.032.3; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.026.

Supplemental Indentures Without Consent of Securityholders. The IssuerWithout the consent of the Holders of any Securities, the Company, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Resolution, and [the Guarantor, when authorized by a resolution of the Guarantor’s 's Board of Directors, Resolution,] and the Trustee may Trustee, at any time and 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: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b1) to evidence the succession of another legal entity Person to the Issuer Company, [or the Guarantor, as the case may be, or successive successions, ] and the assumption by the any such successor legal entity of the covenants, agreements and obligations covenants of the Issuer Company [or the Guarantor, as ] herein and in the case may be, pursuant to Article 8;Securities contained; or (c2) to add to the covenants of the Issuer Company [or the Guarantor Guarantor], or to surrender any right or power herein conferred upon the Company [or the Guarantor], for the benefit of the Holders of the Securities of any or all series (and if such further covenants, restrictions, conditions covenants or provisions as the Issuer, the Guarantor and the Trustee shall consider surrender of such right or power are to be for the protection benefit of the Holders less than all series of Securities, and to make stating that such covenants are expressly being included or such surrenders are expressly being made solely for the occurrence, benefit of one or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forthmore specified series); provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default;or (d3) to cure any ambiguity or ambiguity, 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; herein, or to make such any other provisions in regard with respect to matters or questions arising under this Indenture; or (4) to add to this Indenture such provisions as may be expressly permitted by the TIA, excluding, however, the provisions referred to in Section 316(a)(2) of the TIA as in effect at the date as of which this instrument was executed or under any supplemental indenture corre sponding provision in any similar federal statute hereafter enacted; or (5) to establish any form of Security, as provided in Article Two, and to provide for the Issuer or issuance of any series of Securities as provided in Article Three and to set forth the Guarantor may deem necessary or desirable and which shall not adversely affect terms thereof, and/or to add to the interests rights of the Holders of the Securities in of any material respect;series; or (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f6) to evidence and provide for the assumption acceptance of appointment by the Guarantor of all of the rights and obligations of the Issuer another corporation as a successor Trustee hereunder with respect to a one or more series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 Section 7.02611; or (7) to add any additional Events of Default in respect of the Securities of any or all series (and if such additional Events of Default are to be in respect of less than all series of Securities, stating that such Events of Default are expressly being included solely for the benefit of one or more specified series); or (8) to provide for the issuance of Securities in coupon as well as fully registered form. No supplemental indenture for the purposes identified in Clauses (2), (3), (5) or (7) above may be entered into if to do so would adversely affect the interest of the Holders of Securities of any series.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, Guarantor and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto with respect to any series of Securities or amend any series of Securities for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets, or to confirm and evidence the release, termination, discharge or retaking of any lien with respect to or securing the Securities of any series when such lien is not required under this Indenture; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection benefit of the Holders of Securities (and, if such covenants are to be for the benefit of fewer than all series of Securities, stating that such covenants are being included solely for the benefit of such series), and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) to delete or modify any Events of Default with respect to all or any new series of the Securities, the form and terms of which are being established pursuant to such supplemental indenture, Officer’s Certificate or resolution of the Board as permitted in Section 2.01 (and, if any such Event of Default is applicable to fewer than all such series of the Securities, specifying the series to which such Event of Default is applicable), and to specify the rights and remedies of the Trustee and the Holders of such Securities in connection therewith; (e) to add to or change any of the provisions of this Indenture to provide, change or eliminate any restrictions on the payment of principal of or premium, if any, on Securities; provided that any such action shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (f) to change or eliminate any of the provisions of this Indenture; provided, however, that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; (g) to cure any ambiguity ambiguity, omission, mistake, defect or error, 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 surrender any right or power herein conferred upon the Issuer or the Guarantor; or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (eh) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and, or to authorize the issuance of additional Securities of a series previously authorized or to add to the conditions, limitations or restrictions on the authorized amount, form, terms or purposes of issue, authentication or delivery of the Securities of any series, as herein set forth, or other conditions, limitations or restrictions thereafter to be observed; (fi) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof; (j) to evidence and provide for the acceptance of appointment hereunder of a successor trustee or a Trustee (other than The Bank of New York Mellon) for a series of Securities and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by the successor trustee or more than one Trustee, as the case may be, pursuant to the requirements of Section 5.10; (k) to supplement any of the 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 Section 9.01; provided, however, that any such action shall not adversely affect the interests of the Holders of Securities of such series or any other series of Securities in any material respect; (l) to add to or change or eliminate any provisions of this Indenture as shall be necessary or desirable in accordance with any amendments to the Trust Indenture Act of 1939 or modify this Indenture, if necessary with respect to a series of Securities, in order to continue its qualification with respect to such series of Securities under the Trust Indenture Act of 1939; (m) to reduce the minimum denomination of any series of Securities; (n) to prohibit the authentication and delivery of additional series of Securities; (o) to add guarantors or co-obligors with respect to any series of Securities, or to release guarantors from their guarantees of Securities in accordance with the terms of the applicable series of Securities; (p) to make such provisions as may be necessary to issue any Securities in exchange for existing Securities pursuant to a registration rights agreement or similar agreement; (q) to conform the provisions of this Indenture with respect to any series of Securities or the terms of such series of Securities to any provision of the “Description of Notes” in any offering memorandum or prospectus relating to the issuance of such series; or (r) to make any change in any series of Securities that does not adversely affect in any material respect the interests of the Holders of such Securities. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8IX; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; providedPROVIDED, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, PROVIDED, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.032.3; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.026.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its the Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the GuarantorTrustee may, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee may from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) without the consent of the Holders of Securities for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8IX; (c) to add to the covenants of the Issuer for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the Guarantor benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities of any series, and to make the occurrence, or the occurrence and continuance, of a default in complying with any such additional covenantscovenant, restrictionsrestriction, conditions condition or provisions provision an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 as the Issuer may deem necessary or desirable, with respect to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which Indenture, provided that no such action shall not adversely affect the interests of the Holders of the Securities in of any material respectseries appertaining thereto; (e) to establish the form or and terms of the Securities of any series as permitted by Sections 2.01 2.1 and 2.032.3; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor Trustee with respect to a series of the Securities and under the Securities of such series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on the Securities of such seriesby more than one trustee, all as provided in Section 12.06 hereof6.11. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property or assets thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 5.10. (g) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution by, or pursuant to Resolutions of the Guarantor’s Board their respective Boards of Directors, and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, Guarantor pursuant to Article 8Eight; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection benefit of the Holders holders of Securities, one or more series of Securities (and to make the occurrence, or the occurrence and continuance, of a default in any if such additional covenants, restrictions, conditions or provisions an Event are to be for the benefit of less than all series of Securities, stating that such covenants, restrictions, conditions or provisions are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Issuer or the Guarantor; (d) to add additional Events of Default permitting the enforcement of all or and to provide with respect thereto for any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision such supplemental indenture may provide for a particular period periods 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 an Event default or for any limitation of Default or may limit the remedies available to the Trustee upon such an Event default; (e) to provide for the issuance under this Indenture of Default Securities in bearer form (including Securities registrable as to principal only) with or may limit the right without interest coupons and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of the same series issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (df) 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 change or eliminate any provision or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders holders of the Securities in any material respectat the time Outstanding; (eg) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.032.5; andor (fh) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.025.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s 's Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 5.10. (g) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Supplemental Indentures Without Consent of Securityholders. The IssuerIssuer and the Guarantor, when authorized by a resolution resolutions of its Board their respective Boards (which resolutions may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers in accordance with or pursuant to an Issuer Order or an Officer’s Certificate of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directorsas applicable), and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee any property or assets as security for the Securities of one or more series any property or assetsthe Guarantee with respect to the Securities of one or more series; (b) to evidence the succession of another legal entity a Successor Person to the Issuer or the Guarantor, as the case may beapplicable, or successive successions, and the assumption by the successor legal entity Successor Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may beapplicable, pursuant to Article 8‎‎Article 9; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, provided 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount number of the Securities Warrants of such series to waive such an Event of Default; (d) 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 any change to matters or questions arising under this Indenture or the Securities or under any supplemental indenture as the Issuer or and the Guarantor may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders holders of the Securities in any material respectSecurities; (e) to add to, change or eliminate any of the provisions of this Indenture in respect of all or any Securities of any series (and if such addition, change or elimination is to apply with respect to less than all Securities of any series, stating that it is expressly being made to apply solely with respect to such Securities within such series), provided that any such addition, change or elimination (a) shall neither (i) apply to any Security issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) modify the rights of any Holder of such Security with respect to such provision or (b) shall become effective only when there is no such Security Outstanding; (f) to conform the text of this Indenture or the Securities of any series to any provision of the section entitled “Description of Warrants” or any similarly captioned section in the prospectus, as supplemented by any applicable prospectus supplement, relating to the offering of such series of Securities; (g) to establish the form or terms of Securities of any series as permitted by Sections 2.01 ‎2.01 and 2.03‎‎2.03; and (fh) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than one trustee, pursuant to the Securities requirements of such series, all as provided in Section 12.06 hereof‎‎Section 6.11. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02‎‎Section 8.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)any guarantor, and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directorsif applicable, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets, or to confirm and evidence the release, termination, discharge or retaking of any lien with respect to or securing the Securities of any series when such release, termination, discharge or retaking is provided for under this Indenture; (b) to evidence the succession of another legal entity to the Issuer or the Guarantorany guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantorsuch guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor any guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor such guarantor and the Trustee shall consider to be for the protection of the Holders of Securities (and, if such covenants are to be for the benefit of fewer than all series of Securities, stating that such covenants are being included solely for the benefit of such series), and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) to delete or modify any Events of Default with respect to all or any new series of the Securities, the form and terms of which are being established pursuant to such supplemental indenture, Officer’s Certificate or resolution of the Board as permitted in Section 2.01 (and, if any such Event of Default is applicable to fewer than all such series of the Securities, specifying the series to which such Event of Default is applicable), and to specify the rights and remedies of the Trustee and the Holders of such Securities in connection therewith; (e) to add to or change any of the provisions of this Indenture to provide, change or eliminate any restrictions on the payment of principal of or premium, if any, on Securities; provided that any such action shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (f) to change or eliminate any of the provisions of this Indenture; provided, however, that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; (g) to cure any ambiguity ambiguity, omission, mistake, defect or error, 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 surrender any right or power herein conferred upon the Issuer or any guarantor; or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor any guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (eh) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and, or to authorize the issuance of additional Securities of a series previously authorized or to add to the conditions, limitations or restrictions on the authorized amount, form, terms or purposes of issue, authentication or delivery of the Securities of any series, as herein set forth, or other conditions, limitations or restrictions thereafter to be observed; (fi) to evidence and provide for the assumption acceptance of appointment hereunder of a successor trustee or a Trustee (other than The Bank of New York Mellon) for a series of Securities and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by the Guarantor successor trustee or more than one Trustee, as the case may be, pursuant to the requirements of all Section 5.10; (j) to supplement any of the rights provisions of this Indenture to such extent as shall be necessary to permit or facilitate the defeasance and obligations discharge of any series of Securities pursuant to Section 9.01; provided, however, that any such action shall not adversely affect the interests of the Issuer hereunder Holders of Securities of such series or any other series of Securities in any material respect; (k) to add to or change or eliminate any provisions of this Indenture as shall be necessary or desirable in accordance with any amendments to the Trust Indenture Act of 1939 or modify this Indenture, if necessary with respect to a series of Securities, in order to continue its qualification with respect to such series of Securities and under the Trust Indenture Act of 1939; (l) to reduce the minimum denomination of any series of Securities; (m) to prohibit the authentication and delivery of additional series of Securities; (n) to add guarantors or co-obligors with respect to any series of Securities, or to release guarantors from their guarantees of Securities in accordance with the terms of the applicable series of Securities; (o) to make such provisions as may be necessary to issue any Securities in exchange for existing Securities pursuant to a registration rights agreement or similar agreement; (p) to conform the provisions of this Indenture with respect to any series of Securities or the terms of such series and the release of Securities to any provision of the Issuer from its liabilities hereunder and under such Securities as obligor on “Description of Notes” in any offering memorandum or prospectus relating to the Securities issuance of such series, all as provided ; or (q) to make any change in Section 12.06 hereofany series of Securities that does not adversely affect in any material respect the interests of the Holders of such Securities. The Trustee is hereby authorized to join with the Issuer and the Guarantor any guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), Company and the Guarantor, when authorized by a resolution resolutions of the Guarantor’s Board their respective Boards of Directors, and the 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer Company or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Company or the Guarantor, as the case may be, pursuant to Article 8X hereof; (cb) to add to the covenants of the Issuer Company or the Guarantor such further covenants, restrictions, restrictions or conditions for the protection of the holders of all or provisions any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities stating that such covenants are expressly being included for the benefit of such series) as the Issuer, the Guarantor such Boards of Directors and the Trustee shall consider to be for the protection of the Holders holders of such Securities, and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, restrictions or conditions a default or provisions an Event of Default 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, restriction or 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 an Event of Default default or may limit the remedies available to the Trustee upon such an Event default; (c) to provide for the issuance under this Indenture of Default or may limit the right Securities in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (d) 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 or under Indenture; provided that any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which such action shall not adversely affect the interests of the Holders holders of the Securities in any material respectSecurities; (e) to establish add to, delete from, or revise the form provisions of this Indenture, provided that any such change or terms of Securities elimination shall become effective only when there is no Security outstanding of any series as permitted by Sections 2.01 and 2.03; andcreated prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities 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 6.11; (g) to make any change that does not adversely affect the rights of any Securityholder in any material respect as evidenced by an Opinion of Counsel delivered to the Trustee; (h) to comply with the requirements of the Commission in order to effect or maintain the qualification of this Indenture under the Trust Indenture Act; or (i) to provide for the issuance of and under such establish the form and terms and conditions of the Debt Securities as obligor on and the Securities Guarantees of such any series, all as provided in Section 12.06 hereofto establish the form of any certifications required to be furnished pursuant to the terms of this Indenture or any series of Securities, or to add to the rights of the holders of any series of Securities. The Trustee is hereby authorized to join with the Issuer Company and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge transfer and assignment of any property thereunder, but the Trustee shall not be obligated to to, but may in its discretion, enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section 9.01 may be executed by the Company, the Guarantor and the Trustee without the consent of the Holders holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.029.02.

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that Resolution, the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the GuarantorGuarantor[s], when authorized by a resolution of [the Guarantor’s Board of Directors, respective] Guarantor Authorizing Resolution[s] and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto in form satisfactory to the Trustee for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer Company or the [the] [any] Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer Company or the Guarantor, as the case may be, Guarantor[s] pursuant to Article 89; (c) to add to the covenants of the Issuer Company or the Guarantor Guarantor[s] such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee Board of Directors shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 conform this Indenture or under any supplemental indenture as to the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders description of the Securities set forth in any material respectprospectus or prospectus supplement related to such series of Securities; (e) to provide for or add guarantors for the Securities of one or more series; (f) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; (g) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 6.11; (h) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms, purposes of issue, authentication and delivery of any series of Securities, as herein set forth; (i) to make any change to the Securities of any series so long as no Securities of such series are Outstanding; and (fj) to evidence make any other change that does not adversely affect the assumption by the Guarantor of all interests of the rights and obligations Holders of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereofany material respect. The Trustee is hereby authorized to join with the Issuer Company and the Guarantor Guarantor[s] in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of DirectorsResolution, and the Trustee for the Securities of any or all series 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 in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one any or more all series any property or assets; provided, however, that such conveyance, transfer, assignment, mortgage or pledge is consistent with the provisions of Section 4.6 hereof; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or under this Indenture and the Guarantor, as the case may be, pursuant to Article 8Securities; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securitiesany series of Securities and the Coupons, if any, appertaining thereto, or to surrender any right or power conferred upon the Issuer, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, provided 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) to add any additional Events of Default (and, if such Events of Default are to be applicable to less than all series of Securities, stating that such Events of Default are only applicable to specified series); (e) 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 or under any supplemental indenture as the Issuer or the Guarantor Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of any Securities or the Securities in any material respectCoupons, if any, appertaining thereto; (ef) to establish the form or terms of Securities of any series and the Coupons, if any, appertaining thereto as permitted by Sections 2.01 Section 3.1; (g) to permit payment in the United States of principal, premium or interest on Unregistered Securities or of interest on Coupon Securities; (h) to provide for the issuance of uncertificated Securities of one or more series in addition to or in place of certificated Securities; (i) to evidence and 2.03provide for the acceptance of appointment hereunder by a successor trustee with respect to the Securities of one or more series or to add to or change any of 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 7.11; and (fj) to evidence the assumption by the Guarantor of all change or eliminate any of the rights and obligations provisions of this Indenture; provided, however, that any such change or elimination may only be effected when no Outstanding Security of any series created prior to the Issuer hereunder execution of such supplemental indenture is entitled to the benefit of such provision. The Trustee with respect to a any series of Securities and under the Securities of affected by such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee supplemental indenture is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.0210.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer or the Guarantor, as the case may be, Hovnanian or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or Hovnanian herein and in the Guarantor, as Securities or the case may be, pursuant Guarantees or to otherwise evidence compliance with Article 8Nine hereof; (c) to add to the covenants of the Issuer or the Guarantor Hovnanian such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series), or to surrender any right or power herein conferred upon the Issuer or Hovnanian, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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; ; (e) to establish the form or terms of Securities or the Guarantees to be endorsed thereon of any series as permitted by Sections 2.1 and 2.3, to provide for any Guarantees of the Securities of any series and to confirm and evidence the termination or discharge of any Guarantee of or mortgage, lien, pledge, charge, security interest or encumbrance securing the Securities of a series when such release, termination or discharge is permitted by the Indenture; (f) to provide for the issuance of uncertificated Securities of any series (including Securities registrable as to principal only) in addition to or in place of certificated Securities and to provide for exchangeability of such Securities for the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (g) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the Trust Indenture Act of 1939, or under any similar federal statute hereafter enacted, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act of 1939, excluding, however, the provisions referred to in regard Section 316(a)(2) of the Trust Indenture Act of 1939 as in effect at the date as of which this instrument was executed or any corresponding provision provided for in any similar federal statute hereafter enacted; (h) to matters evidence and provide for the acceptance of appointment hereunder of a Trustee other than Wilmington Trust Company as Trustee for a series of Securities and to add to or questions arising under change any of the provisions of this Indenture as shall be necessary to provide for or under any supplemental indenture facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.9 hereof; (i) subject to Section 8.2 hereof, to add to or modify the provisions hereof as the Issuer or the Guarantor may deem be necessary or desirable and to provide for the denomination of Securities in foreign currencies which shall not adversely affect the interests of the Holders of the Securities in any material respect; (ej) to establish modify the form covenants or terms Events of Default of the Issuer solely in respect of, or add new covenants or Events of Default of the Issuer that apply solely to, Securities not Outstanding on the date of such supplemental indenture; (k) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 6.11; (l) to conform the text of this Indenture, the Securities of any series as permitted by Sections 2.01 and 2.03; and (f) series, or the Guarantees to evidence the assumption by the Guarantor of all any provision of the rights and obligations “Description of Debt Securities” section of any prospectus or the Issuer hereunder with respect comparable section in any applicable prospectus supplement that is used to a series of Securities and under sell the Securities of such series and to the release extent that such provision was intended to be a verbatim recitation of the Issuer from its liabilities hereunder and under such Securities as obligor on a provision of this Indenture, the Securities of such seriesseries sold thereby, all as provided in Section 12.06 hereofor the Guarantees thereof; and (m) to make any other change that does not adversely affect the legal rights of any Holder of Securities of the series affected by such change. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingthen Outstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of DirectorsResolution, and the Trustee for the Securities of any or all series 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 in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one any or more all series any property or assets; provided, however, that such conveyance, transfer, assignment, mortgage or pledge is consistent with the provisions of Section 4.6 hereof; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or under this Indenture and the Guarantor, as the case may be, pursuant to Article 8Securities; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor its Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securitiesany series of Securities and the Coupons, if any, appertaining thereto, or to surrender any right or power conferred upon the Issuer, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, provided 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) to add any additional Events of Default (and, if such Events of Default are to be applicable to less than all series of Securities, stating that such Events of Default are only applicable to specified series); (e) 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 or under any supplemental indenture as the Issuer or the Guarantor Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of any Securities or the Securities in any material respectCoupons, if any, appertaining thereto; (ef) to establish the form or terms of Securities of any series and the Coupons, if any, appertaining thereto as permitted by Sections 2.01 Section 3.1; (g) to permit payment in the United States of principal, premium or interest on Unregistered Securities or of interest on Coupon Securities; (h) to provide for the issuance of uncertificated Securities of one or more series in addition to or in place of certificated Securities; (i) to evidence and 2.03provide for the acceptance of appointment hereunder by a successor trustee with respect to the Securities of one or more series or to add to or change any of 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 7.11; and (fj) to evidence the assumption by the Guarantor of all change or eliminate any of the rights and obligations provisions of this Indenture; provided, however, that any such change or elimination may only be effected when no Outstanding Security of any series created prior to the Issuer hereunder execution of such supplemental indenture is entitled to the benefit of such provision. The Trustee with respect to a any series of Securities and under the Securities of affected by such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee supplemental indenture is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.0210.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), ) and the Guarantor, when authorized by a resolution of the Guarantor’s 's Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor Guarantor, as the case may be, such further covenants, restrictions, conditions or provisions as the IssuerIssuer or the Guarantor, as the Guarantor case may be, and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; (f) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 5.10; and (fg) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 12.07 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer or the Guarantor, as the case may be, Hovnanian or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or Hovnanian herein and in the Guarantor, as Securities or the case may be, pursuant Guarantees or to otherwise evidence compliance with Article 8Nine hereof; (c) to add to the covenants of the Issuer or the Guarantor Hovnanian such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series), or to surrender any right or power herein conferred upon the Issuer or Hovnanian, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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; ; (e) to establish the form or terms of Securities or the Guarantees to be endorsed thereon of any series as permitted by Sections 2.1 and 2.3, to provide for any Guarantees of the Securities of any series and to confirm and evidence the termination or discharge of any Guarantee of or mortgage, lien, pledge, charge, security interest or encumbrance securing the Securities of a series when such release, termination or discharge is permitted by the Indenture; (f) to provide for the issuance of uncertificated Securities of any series (including Securities registrable as to principal only) in addition to or in place of certificated Securities and to provide for exchangeability of such Securities for the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (g) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the Trust Indenture Act of 1939, or under any similar federal statute hereafter enacted, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act of 1939, excluding, however, the provisions referred to in regard Section 316(a)(2) of the Trust Indenture Act of 1939 as in effect at the date as of which this instrument was executed or any corresponding provision provided for in any similar federal statute hereafter enacted; (h) to matters evidence and provide for the acceptance of appointment hereunder of a Trustee other than Wilmington Trust Company as Trustee for a series of Securities and to add to or questions arising under change any of the provisions of this Indenture as shall be necessary to provide for or under any supplemental indenture facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.9 hereof; (i) subject to Section 8.2 hereof, to add to or modify the provisions hereof as the Issuer or the Guarantor may deem be necessary or desirable and to provide for the denomination of Securities in foreign currencies which shall not adversely affect the interests of the Holders of the Securities in any material respect; (ej) to establish modify the form covenants or terms Events of Default of the Issuer solely in respect of, or add new covenants or Events of Default of the Issuer that apply solely to, Securities not Outstanding on the date of such supplemental indenture; (k) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 6.11; (l) to conform the text of this Indenture, the Securities of any series as permitted by Sections 2.01 and 2.03; and (f) or the Guarantees to evidence the assumption by the Guarantor of all any provision of the rights and obligations “Description of Debt Securities” section of any prospectus or the Issuer hereunder with respect comparable section in any applicable prospectus supplement that is used to a series of Securities and under sell the Securities of such series and to the release extent that such provision was intended to be a verbatim recitation of the Issuer from its liabilities hereunder and under such Securities as obligor on a provision of this Indenture, the Securities of such series, all as provided in Section 12.06 hereofseries sold thereby or the Guarantees thereof; and (m) to make any other change that does not adversely affect the legal rights of any Holder of Securities of the series affected by such change. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingthen Outstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board an Authorizing Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8any applicable covenants herein and pursuant to the terms of the Securities as set forth in Section 2.3; (cb) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, Securities and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; providedPROVIDED, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default;; PROVIDED FURTHER, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision and (ii) shall become effective only when there is no such Security Outstanding. (dc) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, PROVIDED, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respectrespect as determined by the Trustee (which determination may be based on an Opinion of Counsel); (d) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 6.12; and (e) to establish make any change that would provide any additional rights or benefits to the form Holders of the Securities or terms of Securities that does not adversely affect the legal rights under this Indenture of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereofHolder. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8Nine; (c) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 6.11; (d) to add to the covenants of the Issuer for the benefit of the Holders of all or the Guarantor any series of Securities (and if such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider covenants are to be for the protection benefit of less than all series of Securities stating that such covenants are expressly being included solely for the Holders benefit of such series) or to surrender any right or power herein conferred upon the Issuer; (e) to add any additional Events of Default with respect to all or any series of Securities (and, if such Event of Default is applicable to less than all series of Securities, and specifying the series to make the occurrence, or the occurrence and continuance, of a default in any which such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Defaultis applicable); (df) 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 or under any supplemental indenture as the Issuer or the Guarantor Board of Directors may deem necessary or desirable and which which, in the opinion of the Board of Directors, shall not adversely affect the interests of the Holders of the Securities in any material respectSecurities; (eg) to change or eliminate any of the provisions of this Indenture; provided that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is adversely affected by such change in or elimination of such provision; and (h) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.022.

Supplemental Indentures Without Consent of Securityholders. The Issuer, Issuer when authorized by a resolution of its Board of Directors (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when or any committee authorized by a resolution of the Guarantor’s Board of DirectorsDirectors or officer authorized by such Board of Directors or committee), and the 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 of 1939 as in force on the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the GuarantorIssuer, as the case may be, pursuant to Article 8; (c) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 5.10; (d) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions (and if such further covenants, restrictions, conditions or provisions are to be for the benefit of less than all series of Securities, stating that such covenants, restrictions, conditions or provisions are expressly being included solely for the benefit of such series) as the Issuer, Board of Directors of the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (de) 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 ; (f) to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor Board of Directors may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (eg) to establish the form or terms of Securities of any series as permitted by Sections Section 2.01 and 2.03Section 2.08; (h) to add or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Securities in uncertificated form; provided that any such action shall not adversely affect the interests of the Holders of Securities of any series in any material respect; and (fi) to evidence the assumption by the Guarantor of all add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities; provided that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights and obligations of the Issuer hereunder Holder of any such Security with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereofprovision or (ii) shall become effective only when there is no Security Outstanding. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), Company and the Guarantor, when authorized by a resolution resolutions of the Guarantor’s Board their respective Boards of Directors, and the 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer Company or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Company or the Guarantor, as the case may be, pursuant to Article 8Ten hereof; (cb) to add to the covenants of the Issuer Company or the Guarantor such further covenants, restrictions, restrictions or conditions for the protection of the holders of all or provisions any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities stating that such covenants are expressly being included for the benefit of such series) as the Issuer, the Guarantor such Boards of Directors and the Trustee shall consider to be for the protection of the Holders holders of such Securities, and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, restrictions or conditions a default or provisions an Event of Default 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, restriction or 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 an Event of Default default or may limit the remedies available to the Trustee upon such an Event default; (c) to provide for the issuance under this Indenture of Default or may limit the right Securities in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (d) 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 or under Indenture; provided that any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which such action shall not adversely affect the interests of the Holders holders of the Securities in any material respectSecurities; (e) to establish add to, delete from, or revise the form or terms of Securities of any series as permitted by Sections Section 2.01 and 2.03; and, including, without limitation, any terms relating to the issuance, exchange, registration or transfer of Securities issued in whole or in part in the form of one or more Global Securities and the payment of any principal thereof, or interest or premium, if any, thereon; (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor Trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities 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 6.11; (g) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or (h) to provide for the issuance of and under such establish the form and terms and conditions of the Debt Securities as obligor on and the Securities Guarantees of such any series, all as provided in Section 12.06 hereofto establish the form of any certifications required to be furnished pursuant to the terms of this Indenture or any series of Securities, or to add to the rights of the holders of any series of Securities. The Trustee is hereby authorized to join with the Issuer Company and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge transfer and assignment of any property thereunder, but the Trustee shall not be obligated to to, but may in its discretion, enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section 9.01 may be executed by the Company, the Guarantor and the Trustee without the consent of the Holders holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.029.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized therebyin accordance with or pursuant to an Officers' Certificate), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8Eight; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.supplemental

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8any applicable covenants herein and pursuant to the terms of the Securities as set forth in Section 2.3; (cb) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, Securities and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; providedPROVIDED, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (dc) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, PROVIDED, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (fd) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.026.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized therebyin accordance with or pursuant to an Officers' Certificate), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8Eight; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.032.3; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.025.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8Eight; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor its Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal Principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor Board of Directors may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.032.3; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of the Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.025.

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Company Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of DirectorsResolution, and the Trustee may for the Securities of any and all Series may, from time to time and at any time time, enter into an indenture one or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof), in form satisfactory to such Trustee, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may be, Company or successive successions, and the assumption by the successor legal such entity of the covenants, agreements and obligations of the Issuer or Company herein and in the Guarantor, as the case may be, pursuant to Article 8Securities; (cb) to add to the covenants Events of the Issuer or the Guarantor Default such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be Events of Default for the protection of the Holders of SecuritiesSecurities of any or all Series (and, and to make the occurrence, or the occurrence and continuance, of a default in any if such additional covenants, restrictions, conditions or provisions an Event Events of Default permitting are to be for the enforcement benefit of less than all the Series of Securities stating that such Events of Default are being added solely for the benefit of one or any of the several remedies more particular Series); provided in this Indenture as herein set forth; provided, that that, in respect of any such additional covenantEvents of Default, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right rights of the Holders of a majority in aggregate principal amount of the applicable Securities of such series to waive upon such an Event of Default; (c) to add to the covenants of the Company such further covenants for the protection of the Holders of Securities of any or all Series (and, if such additional covenants are to be for the benefit of less than all the Series of Securities stating that such covenants are being added solely for the benefit of one or more particular Series), or to surrender any right or power herein conferred upon the Company with regard to all or any Securities of any or all Series (and, if such surrender is to be for the benefit of less than all the Series of Securities stating that such surrender is being added solely for the benefit of one or more particular Series); (d) 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 or under any supplemental indenture as the Issuer or the Guarantor Company Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the Securities in or the Holders of any material respectCoupons; (e) to establish the form or terms of Securities of any series Series, the Coupons, if any, as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor Trustee with respect to a series of Securities and under 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 administration of the trusts hereunder by more than the one Trustee, pursuant to the requirements of Section 6.11; (g) to delete, modify or add provisions of this Indenture, provided that, except as otherwise contemplated by Section 2.3, such series deletion, modification or addition does not apply to any Outstanding Security of any Outstanding Security created prior to the date of such supplemental indenture; (h) to secure, or, if applicable, provide additional security for, any Securities and to provide for matters relating thereto, and to provide for the release of any collateral as security for any Securities; or (i) to amend or supplement any provision contained herein, which was required to be contained herein in order for this Indenture to be qualified under the Issuer from its liabilities hereunder and under Trust Indenture Act, if the Trust Indenture Act or regulations thereunder change what is so required to be included in qualified indentures, in any manner not inconsistent with what then may be required for such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereofqualification. The Trustee is hereby authorized to join with the Issuer and the Guarantor Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property collateral thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section 8.1 may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Company Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of DirectorsResolution, and the Trustee may for the Securities of any or all Series may, from time to time and at any time time, enter into an indenture one or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof), in form satisfactory to such Trustee, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may be, Company or successive successions, and the assumption by the successor legal such entity of the covenants, agreements and obligations of the Issuer or Company herein and in the Guarantor, as the case may be, pursuant to Article 8Securities; (cb) to add to the covenants Events of the Issuer or the Guarantor Default such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be Events of Default for the protection of the Holders of SecuritiesSecurities of any or all Series (and, and to make the occurrence, or the occurrence and continuance, of a default in any if such additional covenants, restrictions, conditions or provisions an Event Events of Default permitting are to be for the enforcement benefit of less than all the Series of Securities stating that such Events of Default are being added solely for the benefit of one or any of the several remedies provided in this Indenture as herein set forthmore particular Series); provided, that that, in respect of any such additional covenantEvents of Default, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right rights of the Holders of a majority in aggregate principal amount of the applicable Securities of such series to waive upon such an Event of Default; (c) to add to the covenants of the Company such further covenants for the protection of the Holders of Securities of any or all Series (and, if such additional covenants are to be for the benefit of less than all the Series of Securities stating that such covenants are being added solely for the benefit of one or more particular Series), or to surrender any right or power herein conferred upon the Company with regard to all or any Securities of any or all Series (and, if such surrender is to be for the benefit of less than all the Series of Securities stating that such surrender is being added solely for the benefit of one or more particular Series); (d) 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 or under any supplemental indenture as the Issuer or the Guarantor Company Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the Securities in or the Holders of any material respectCoupons; (e) to establish the form or form, terms and conditions of Securities of any series Series and the Coupons, if any, as permitted by Sections 2.01 and 2.03; and, including, without limitation, but solely insofar as it relates to Subordinated Securities, any subordination provisions, including Article 14 herein, and any deletions from or additions or changes to this Indenture in connection therewith (provided that any such deletions, additions and changes shall not be applicable to any other Series of Securities then Outstanding); (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under 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 administration of the trusts hereunder by more than the one Trustee, pursuant to the requirements of Section 6.11; (g) to delete, modify or add provisions of this Indenture; provided that, except as otherwise contemplated by Section 2.03 or this Section 8.01, such series deletion, modification or addition does not apply to any Outstanding Security created prior to the date of such supplemental indenture; (h) to add guarantors, or to secure, or, if applicable, provide additional security for, any Securities and to provide for matters relating thereto, and to provide for the release of any collateral as security for any Securities; (i) to amend or supplement any provision contained herein, which was required to be contained herein in order for this Indenture to be qualified under the Issuer from its liabilities hereunder and under Trust Indenture Act, if the Trust Indenture Act or regulations thereunder change what is so required to be included in qualified indentures, in any manner not inconsistent with what then may be required for such Securities as obligor on qualification; or (j) to conform the Securities text of such seriesany provision herein or in any indenture supplemental hereto or in any Security to any description thereof in a prospectus, all as provided in Section 12.06 hereofprospectus supplement or other offering document. The Trustee is hereby authorized to join with the Issuer and the Guarantor Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property collateral thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section 8.01 may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.02.

Supplemental Indentures Without Consent of Securityholders. The (a) Without the consent of the Holders of any Notes or any Preferred Shareholders, the Issuer, the Co-Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers Resolutions of the Issuer authorized thereby)Co-Issuers, and the Guarantor, when authorized by a resolution of the Guarantor’s Board of DirectorsTrustee, and the Trustee may and, at any time and from time to time and at any time subject to the requirement provided below in this Section 8.1, 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) evidence the succession of any Person to the Issuer or the Co-Issuer and the assumption by any such successor of the covenants of the Issuer or the Co-Issuer, as applicable, herein and in the Notes; (ii) add to the covenants of the Issuer, the Co-Issuer or the Trustee for the benefit of the Holders of the Notes, Preferred Shareholders or to surrender any right or power herein conferred upon the Issuer or the Co-Issuer, as applicable; (iii) convey, transfer, assign, mortgage or pledge any property to or with the Trustee, or add to the Trustee as security for conditions, limitations or restrictions on the Securities authorized amount, terms and purposes of one or more series any property or assetsthe issue, authentication and delivery of the Notes; (biv) evidence and provide for the acceptance of appointment hereunder of a successor ▇▇▇▇▇▇▇ and to evidence the succession of another legal entity add to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity change any of the covenants, agreements and obligations provisions of this Indenture as shall be necessary to facilitate the administration of the Issuer or the Guarantor, as the case may betrusts hereunder by more than one Trustee, pursuant to Article 8the requirements of Sections 6.9, 6.10 and 6.12 hereof; (cv) to add correct or amplify the description of any property at any time subject to the covenants lien of this Indenture, or to better assure, convey and confirm unto the Trustee any property subject or required to be subject 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) or to subject any additional property to the lien of this Indenture; (vi) modify the restrictions on and procedures for resales and other transfers of Notes to reflect any changes in applicable law or regulation (or the interpretation thereof) or to enable the Issuer and the Co-Issuer to rely upon any exemption from registration under the Securities Act, the Exchange Act or the Guarantor such further covenants1940 Act or to remove restrictions on resale and transfer to the extent not required thereunder; (vii) accommodate the issuance, restrictionsif any, conditions of Notes in global or provisions book-entry form through the facilities of DTC or otherwise; (viii) otherwise correct any inconsistency or cure any ambiguity, omission or mistake; (ix) take any action commercially reasonably necessary or advisable for the Issuer to comply with FATCA or to prevent the Issuer from failing to qualify as a Qualified REIT Subsidiary or other disregarded entity of a REIT for U.S. federal income tax purposes or from being treated as a foreign corporation engaged in a trade or business in the United States for federal income tax purposes, or to prevent the Issuer, the Guarantor and Holders of the Trustee shall consider to be for the protection of Notes, the Holders of Securities, and to make the occurrence, Preferred Shares or the occurrence and continuanceTrustee from being subject to withholding or other taxes, of fees or assessments or otherwise subject to U.S. federal, state, local or foreign income or franchise tax on a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Defaultnet income tax basis; (dx) to cure evidence any ambiguity waiver or elimination by a Rating Agency of any requirement or condition of such Rating Agency set forth herein or to correct amend or supplement any provision contained herein of this Indenture to the extent necessary to maintain the then-current ratings assigned to the Notes; (xi) accommodate the settlement of the Notes in book-entry form through the facilities of DTC, Euroclear or Clearstream, Luxembourg or otherwise; (xii) authorize the appointment of any listing agent, transfer agent, paying agent or additional registrar for any Class of Notes required or advisable in connection with the listing of any Class of Notes on any stock exchange, and otherwise to amend this Indenture to incorporate any changes required or requested by any governmental authority, stock exchange authority, listing agent, transfer agent, paying agent or additional registrar for any Class of Notes in connection therewith; (xiii) evidence changes to applicable laws and regulations; (xiv) reduce the minimum denominations required for transfer of the Notes; (xv) modify the provisions of this Indenture with respect to reimbursement of Nonrecoverable Interest Advances if (a) the Loan Obligation Manager determines that the commercial mortgage securitization industry standard for such provisions has changed, in order to conform to such industry standard and (b) such modification does not adversely affect the status of Issuer for federal income tax purposes, as evidenced by an Opinion of Counsel; (xvi) modify the procedures set forth in this Indenture relating to compliance with Rule 17g-5 of the Exchange Act; provided that the change would not materially increase the obligations of the Loan Obligation Manager, the Trustee, any paying agent, the servicer or the special servicer (in each case, without such party’s consent) and would not adversely affect in any supplemental indenture which may be defective material respect the interests of any Noteholder or inconsistent with holder of the Preferred Shares; provided, further, that the Loan Obligation Manager must provide a copy of any such amendment to the Information Agent for posting to the Rule 17g-5 Website and provide notice of any such amendment to the Rating Agencies; (xvii) make any change to any other provision contained herein or in any supplemental indenture; or to make such other provisions in regard with respect to matters or questions arising under this Indenture Indenture; provided that the required action will not adversely affect in any material respect the interests of any Noteholder not consenting thereto, as evidenced by (A) an Opinion of Counsel or under (B) an Officer’s Certificate of the Loan Obligation Manager; and (xviii) make any supplemental indenture as modification or amendment determined by the Issuer or the Guarantor may deem necessary or desirable Loan Obligation Manager (in consultation with legal counsel of national reputation experienced in such matters and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and obligations independent of the Issuer hereunder with respect and any Affiliates thereof) as necessary or advisable (A) for any Class of Notes to a series not be considered an “ownership interest” as defined for purposes of Securities and the ▇▇▇▇▇▇▇ Rule or (B) (1) to enable the Issuer to rely upon the exemption or exclusion from registration as an investment company provided by Rule 3a-7 under the Securities of such series and Investment Company Act or another exemption or exclusion from registration as an investment company under the release Investment Company Act (other than Section 3(c)(1) or Section 3(c)(7) thereof) or (2) for the Issuer to not otherwise be considered a “covered fund” as defined for purposes of the Issuer from its liabilities hereunder and under ▇▇▇▇▇▇▇ Rule, in each case so long as any such Securities as obligor modification or amendment would not have a material adverse effect on the Securities any Class of such series, all as provided in Section 12.06 hereofNotes. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, indenture and to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereundercontained, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties duties, liabilities or immunities under this Indenture or otherwise, except to the extent required by law. Any If any Class of Notes is Outstanding and rated, the Trustee shall not enter into any such supplemental indenture authorized unless the Rating Agency Condition has been satisfied, the notice of which may be in electronic form. At the cost of the Issuer, the Trustee shall provide to each Noteholder and each holder of Preferred Shares and, for so long as any Class of Notes shall remain Outstanding and is rated, the Trustee shall provide to the Rating Agencies a copy of any proposed supplemental indenture at least 15 Business Days prior to the execution thereof by the provisions Trustee, and, for so long as such Notes are Outstanding and so rated, request written confirmation, which may be in electronic form, from each noteholder and holder of Preferred Shares, that such proposed supplemental indenture will not materially and adversely affect such Noteholder or holder of Preferred Shares, and, as soon as practicable after the execution by the Trustee, the Issuer and the Co-Issuer of any such supplemental indenture, provide to the Rating Agencies a copy of the executed supplemental indenture. Following such initial 15 Business Day period, the Trustee will provide an additional 15 Business Days’ notice to any Noteholder or holder of Preferred Shares that did not respond to the initial notice and, unless the Trustee is notified (after giving such initial 15 Business Days’ notice and second 15 Business Days’ notice, as applicable) by such Noteholder or such holder of Preferred Shares that such Person will be materially and adversely affected by the proposed supplemental indenture, the interests of such Person will be deemed not to be materially and adversely affected by such proposed supplemental indenture. The Trustee shall not enter into any such supplemental indenture if such action would adversely affect the tax treatment of the Holders of the Notes as described in the Offering Memorandum under the heading “Certain U.S. Federal Income Tax Considerations” to any material extent or otherwise cause any of the statements described in the Offering Memorandum under the heading “Certain U.S. Federal Income Tax Considerations” to be inaccurate or incorrect to any material extent. The Trustee shall be entitled to rely upon (i) the receipt of notice from the Rating Agencies or the Requesting Party, which may be in electronic form, that the Rating Agency Condition has been satisfied and (ii) receipt of an Officer’s Certificate of the Loan Obligation Manager certifying that, following provision of notice of such supplemental indenture to the Noteholders and holders of the Preferred Shares and expiry of the time period set forth in the above paragraph, that the Holders of Securities would not be materially and adversely affected by such supplemental indenture. Such determination shall be conclusive and binding on all present and future Holders of Securities. The Trustee shall not be liable for any such determination made in good faith and in reliance upon such Officer’s Certificate. Furthermore, the Trustee shall not enter into any such supplemental indenture unless the Trustee has received an Opinion of Counsel from Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇ LLP or other nationally recognized U.S. tax counsel experienced in such matters that the proposed supplemental indenture will not cause the Issuer to (x) fail to be treated as a Qualified REIT Subsidiary or other disregarded entity of a REIT for U.S. federal income tax purposes or (y) be treated as a foreign corporation that is engaged in a trade or business in the United States for U.S. federal income tax purposes or to otherwise become subject to U.S. federal income tax on a net income basis. (b) Notwithstanding Section 8.1(a) or any other provision of this section may be executed Indenture, without the consent of the Holders of any Notes or any Preferred Shareholders, the Issuer, the Co-Issuer, when authorized by Board Resolutions of the Securities at Co-Issuers, and when authorized by the time outstandingTrustee, notwithstanding the Trustee, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (i) conform this Indenture to the provisions described in the Offering Memorandum (or any supplement thereto); (ii) to correct any defect or ambiguity in this Indenture in order to address any manifest error in any provision of this Indenture; and (iii) to update this Indenture for any ▇▇▇▇▇’▇ Test Modification in the manner set forth in Section 7.0212.4 hereof.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8IX; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) to add any additional Events of Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (e) to add one or more guarantees for the benefit of Holders of the Securities; (f) subject to any limitations established pursuant to Section 2.3, to provide for the issuance of additional Securities of any series; (g) to comply with the rules of any applicable Depositary; (h) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (i) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities; provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) modify the rights of the Holder of any such Security with respect to such provision or (B) shall become effective only when there is no Security described in clause (A)(i) Outstanding; (j) to supplement any of the 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 Section 10.1; provided that any such action shall not adversely affect the interests of the Holders of Securities of such series or any other series of Securities in any material respect; (k) to comply with the rules or regulations of any securities exchange or automated quotation system on which any of the Securities may be listed or traded; (l) to add to, change or eliminate any of the provisions of this Indenture as shall be necessary or desirable in accordance with any amendments to the Trust Indenture Act, provided that such action does not adversely affect the rights or interests of the Holders of Securities of any series in any material respect; (m) to cure any ambiguity ambiguity, defect, omission or inconsistency or to correct or supplement any provision contained herein or in any supplemental indenture which may be ambiguous, defective or inconsistent with any other provision contained herein or in any supplemental indenture; , or to make such any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, provided, that no such action shall not adversely affect the interests of the Holders of the Securities of any series in any material respect; (en) to establish the form forms or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.032.3; (o) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 6.12; and (fp) to evidence add to, change or eliminate any other provision under this Indenture; provided that such addition, change or elimination pursuant to this clause (p) shall not adversely affect the assumption by the Guarantor of all interests of the rights and obligations of the Issuer hereunder with respect to a series Holders of Securities and under the Securities of such any series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereofany material respect. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which adversely affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee for the Securities of any and all Series 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 of 1939 as in force at the date of the execution thereof), in form satisfactory to such Trustee, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series Series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beCompany, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, Company pursuant to Article 8Nine; (c) to add to the covenants of the Issuer or the Guarantor Company such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor its Board of Directors and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities of any or all Series and, if such additional covenants are to be for the benefit of less than all the Series of Securities stating that such covenants are being added solely for the benefit of such Series, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forthforth (and if such additional Events of Default are to be for the benefit of less than all Series of the Securities stating that such Events of Default are being added solely for the benefit of such Series); provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series Series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the any then Outstanding Securities in or any material respectthen outstanding Coupons; (e) to comply with any requirement of the Securities and Exchange Commission in connection with the qualification of the Indenture under the Trust Indenture Act of 1939 as amended; (f) to establish the form or terms of Securities of any series Series as permitted by Sections 2.01 2.1 and 2.03; and2.3; (fg) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor Trustee with respect to a series of Securities and under the Securities of such series one or more Series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than the one Trustee, pursuant to the requirements of Section 6.11; (h) to provide any security for, or any guarantees (including Subsidiary Guarantees) of, Securities of one or more Series; or (i) to make any other amendments, modifications or supplements hereto or to the Securities; provided that such seriesamendments, all as provided in Section 12.06 hereofmodifications or supplements shall only apply to Securities of one or more Series to be thereafter issued. The Trustee is hereby authorized to join with the Issuer and the Guarantor Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its the Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the GuarantorTrustee may, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee may from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8;the (c) to add to the covenants of the Issuer for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the Guarantor benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, Securities of any series and to make the occurrence, or the occurrence and continuance, of a default in complying with any such additional covenantscovenant, restrictionsrestriction, conditions condition or provisions provision an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 as the Issuer may deem necessary or desirable, with respect to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which Indenture, provided that no such action shall not adversely affect the interests of the Holders of the Securities in of any material respectseries appertaining thereto; (e) to establish the form or and terms of the Securities of any series as permitted by Sections 2.01 2.1 and 2.032.3; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor Trustee with respect to a series of the Securities and under the Securities of such series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on the Securities of such seriesby more than one trustee, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.026.11.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyorder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8Nine; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; providedPROVIDED, that in respect of any such additional covenant, covenant I 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, PROVIDED that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.032.3; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.026.

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the 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 in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beCompany, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or Company under this Indenture and the Guarantor, as the case may be, pursuant to Article 8Securities; (c) to add to the covenants of the Issuer or the Guarantor Company such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee its Board of Directors shall consider to be for the protection of the Holders of Securitiesany series of Securities or Tranche thereof, and to make the occurrence, or the occurrence and continuance, continuance of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, PROVIDED 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor Board of Directors may deem necessary or desirable and which shall not materially adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; andSection 3.1; (f) to evidence provide for the assumption by the Guarantor issuance under this Indenture of all Securities in coupon form (including Securities registrable as to principal only), to provide for interchangeability thereof with Securities in registered form of the rights same series and obligations to make all appropriate changes for such purpose, or to permit or facilitate the issuance of Securities of any series in uncertificated form; (g) to provide for the Issuer issuance under this Indenture of Securities denominated or payable in currency other than Dollars and to make all appropriate changes for such purpose; (h) to evidence and provide for the acceptance of appointment hereunder by a successor trustee with respect to a series the Securities, pursuant to Section 7.11, or to add to or change any of 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; (i) to modify any restrictions on and procedures for resales of Securities of any series that is not registered pursuant to the Securities Act to reflect any change in applicable law or regulation (or the interpretation thereof) or in practices relating to the resale or transfer of restricted securities generally and under to modify any legends placed on such Securities to reflect such restrictions and procedures; (j) to add to or change or eliminate any provision of this Indenture as shall be necessary or desirable to conform to provisions of the Trust Indenture Act as at the time in effect, PROVIDED that such action shall not materially adversely affect the interests of the Holders of the Securities of such series and the release any series; and (k) otherwise to change or eliminate any of the Issuer from its liabilities hereunder and under provisions of this Indenture; PROVIDED, HOWEVER, that any such Securities as obligor on change or elimination may only be effected when no Outstanding Security of any series created prior to the Securities execution of such series, all as provided in Section 12.06 hereofsupplemental indenture is entitled to the benefit of such provision. The Trustee is hereby authorized to join with the Issuer and the Guarantor Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which adversely affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.0210.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8IX; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.such

Supplemental Indentures Without Consent of Securityholders. The IssuerWithout the consent of any Holders of Securities, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), Company and the Guarantor, when authorized by a resolution of the Guarantor’s their respective Board of Directors, and the 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 in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer Company or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer Company or the Guarantor, as the case may be, pursuant to Article 8under this Indenture and the Securities or the Guarantees, as the case may be, in each case in compliance with the Indenture; (c) to add to the covenants of the Issuer Company or the Guarantor such further covenants, restrictions, conditions or provisions as the IssuerBoard of Directors of the Company or the Guarantor, as the Guarantor and the Trustee case may be, shall consider to be for the protection of the Holders of Securitiesany series of Securities or Tranche thereof, or to surrender any right or power herein conferred upon the Company or the Guarantor, and to make the occurrence, or the occurrence and continuance, continuance of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, provided 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or Board of Directors of the Guarantor Company may deem necessary or desirable and which shall not materially adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; andSection 3.1; (f) to evidence provide for the assumption by the Guarantor issuance under this Indenture of all Securities in coupon form (including Securities registrable as to principal only), to provide for interchangeability thereof with Securities in registered form of the rights same series and obligations to make all appropriate changes for such purpose, or to permit or facilitate the issuance of Securities of any series in uncertificated form provided any such action shall not adversely affect the interests of the Issuer hereunder Holders of Outstanding Securities of any series in any material respect; (g) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; (h) to add any additional Events of Default with respect to a all or any series of Securities (as shall be specified in such supplemental indenture); (i) to add any additional Guarantees with respect to all or any series of Securities (as shall be specified in such supplemental indenture) (j) to supplement any of the 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 12, provided that any such action shall not adversely affect the interests of any Holder of an Outstanding Security of such series or any other Outstanding Security in any material respect; (k) to make provisions with respect to conversion or exchange rights of Holders of Securities of any series; (l) to provide for the issuance under this Indenture of Securities denominated or payable in currency other than Dollars and to make all appropriate changes for such purpose; (m) to evidence and provide for the acceptance of appointment hereunder by a successor trustee with respect to the Securities, pursuant to Section 7.11, or to add to or change any of 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; (n) to modify any restrictions on and procedures for resales of Securities of any series that is not registered pursuant to the Securities Act to reflect any change in applicable law or regulation (or the interpretation thereof) or in practices relating to the resale or transfer of restricted securities generally and to modify any legends placed on such Securities to reflect such restrictions and procedures; (o) to add to or change or eliminate any provision of this Indenture as shall be necessary or desirable to conform to provisions of the Trust Indenture Act as at the time in effect, provided that such action shall not materially adversely affect the interests of the Holders of the Securities of such series and the release any series; and (p) otherwise to amend or supplement any of the Issuer from its liabilities hereunder and under provisions of this Indenture or in any supplemental indenture; provided, however, that no such amendment or supplement shall materially adversely affect the interests of the Holders of any Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereofthen Outstanding. The Trustee is hereby authorized to join with the Issuer Company and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations stipulations, which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.0210.2.

Supplemental Indentures Without Consent of Securityholders. The (a) In addition to any supplemental indenture otherwise authorized by this Indenture, the Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, which comply with the Trust Indenture Act of 1939, as then in effect, without the consent of the Holders, for one or more of the following purposes: (ai) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (bii) to evidence the succession of another legal entity Person to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 89; (ciii) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (div) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities or Coupons in any material respectmanner; (ev) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.032.3; and (fvi) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor Trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than one Trustee, pursuant to the Securities requirements of such series, all as provided in Section 12.06 hereof. 6.11. (b) The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. . (c) Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of DirectorsResolution, and the 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beCompany, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may beCompany, pursuant to Article 8X hereof; (cb) to add to the covenants of the Issuer or the Guarantor Company such further covenants, restrictions, restrictions or conditions for the protection of the holders of all or provisions any series of Debt Securities (and if such covenants are to be for the benefit of less than all series of Debt Securities stating that such covenants are expressly being included for the benefit of such series) as the Issuer, the Guarantor and the Trustee Board of Directors shall consider to be for the protection of the Holders holders of such Debt Securities, and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, restrictions or conditions a default or provisions an Event of Default 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, restriction or 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 an Event of Default default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Defaultdefault; (dc) 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, including the qualification or maintenance of the qualification of the Indenture or under the Trust Indenture Act; provided that any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which such action shall not adversely affect the interests of the Holders holders of the Debt Securities in of any material respectseries; (ed) to establish add to, delete from, or revise the form or terms of Debt Securities of any series, including, without limitation, any terms relating to the issuance, exchange, registration or transfer of Debt Securities, including to provide for transfer procedures and restrictions substantially similar to those applicable to the Capital Securities relating to such series as required by Section 2.07 (for purposes of assuring that no registration of Debt Securities of a series subject to transfer restrictions is required under the Securities Act of 1933, as amended); provided that any such action shall not adversely affect the interests of the holders of the Debt Securities of any series as permitted by Sections 2.01 and 2.03; and then outstanding (f) to evidence the assumption by the Guarantor it being understood, for purposes of all this proviso, that transfer restrictions on Debt Securities of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized substantially similar to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.those

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, Resolution and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, Guarantor pursuant to Article 8Nine; (c) to add to the covenants of the Issuer or of the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series) and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable, provided, however, that no such action shall materially adversely affect the interests of the Holders of the Securities; (e) to establish the form or terms of Securities of any series or the form of Guarantees as permitted by Sections 2.1 and 2.3; (f) to provide for the issuance of Securities of any series in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of such Securities for the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (g) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the Trust Indenture Act of 1939, or under any similar federal statute hereafter enacted, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act of 1939, excluding, however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act of 1939 as in effect at the date as of which this instrument was executed or any corresponding provision provided for in any similar federal statute hereafter enacted; or (h) to evidence and provide for the acceptance of appointment hereunder of a Trustee other than United States Trust Company of New York as Trustee for a series of Securities and to add to or change any of 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 6.9 hereof; (i) subject to Section 8.2 hereof, to add to or modify the provisions hereof as may be necessary or desirable and to provide for the denomination of Securities in foreign currencies which shall not adversely affect the interests of the Holders of the Securities in any material respect; (ej) to establish modify the form covenants or terms Events of Default of the Issuer or the Guarantor solely in respect of, or add new covenants or Events of Default of the Issuer or the Guarantor that apply solely to, Securities not Outstanding on the date of any series as permitted by Sections 2.01 and 2.03such supplemental indenture; and (fk) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than one trustee, pursuant to the Securities requirements of such series, all as provided in Section 12.06 hereof6.11. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingthen Outstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The (a) Without the consent of the Holders of any Notes or any Preferred Shareholders, the Issuer, the Co-Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers Resolutions of the Issuer authorized thereby)Co-Issuers, and the Guarantor, when authorized by a resolution of the Guarantor’s Board of DirectorsTrustee, and the Trustee may and, at any time and from time to time and at any time subject to the requirement provided below in this Section 8.1, 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) evidence the succession of any Person to the Issuer or the Co-Issuer and the assumption by any such successor of the covenants of the Issuer or the Co-Issuer, as applicable, herein and in the Notes; (ii) add to the covenants of the Issuer, the Co-Issuer or the Trustee for the benefit of the Holders of the Notes, Preferred Shareholders or to surrender any right or power herein conferred upon the Issuer or the Co-Issuer, as applicable; (iii) convey, transfer, assign, mortgage or pledge any property to or with the Trustee, or add to the Trustee as security for conditions, limitations or restrictions on the Securities authorized amount, terms and purposes of one or more series any property or assetsthe issue, authentication and delivery of the Notes; (biv) evidence and provide for the acceptance of appointment hereunder of a successor ▇▇▇▇▇▇▇ and to evidence the succession of another legal entity add to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity change any of the covenants, agreements and obligations provisions of this Indenture as shall be necessary to facilitate the administration of the Issuer or the Guarantor, as the case may betrusts hereunder by more than one Trustee, pursuant to Article 8the requirements of Sections 6.9, 6.10 and 6.12 hereof; (cv) to add correct or amplify the description of any property at any time subject to the covenants lien of this Indenture, or to better assure, convey and confirm unto the Trustee any property subject or required to be subject 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) or to subject any additional property to the lien of this Indenture; (vi) modify the restrictions on and procedures for resales and other transfers of Notes to reflect any changes in applicable law or regulation (or the interpretation thereof) or to enable the Issuer and the Co-Issuer to rely upon any exemption from registration under the Securities Act, the Exchange Act or the Guarantor such further covenants1940 Act or to remove restrictions on resale and transfer to the extent not required thereunder; (vii) otherwise correct any inconsistency or cure any ambiguity, restrictionsomission or mistake; (viii) take any action commercially reasonably necessary or advisable for the Issuer to comply with FATCA or to prevent the Issuer from failing to qualify as a Qualified REIT Subsidiary or other disregarded entity of a REIT for U.S. federal income tax purposes or from being treated as a foreign corporation engaged in a trade or business in the United States for federal income tax purposes or otherwise subject to U.S. federal income tax on a net income basis, conditions or provisions as to prevent the Issuer, the Guarantor and Holders of the Trustee shall consider to be for the protection of Notes, the Holders of Securities, and to make the occurrence, Preferred Shares or the occurrence and continuanceTrustee from being subject to withholding or other taxes, of fees or assessments or otherwise subject to U.S. federal, state, local or foreign income or franchise tax on a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Defaultnet income tax basis; (dix) to cure evidence any ambiguity waiver or elimination by a Rating Agency of any requirement or condition of such Rating Agency set forth herein or to correct amend or supplement any provision contained herein of this Indenture to the extent necessary to maintain the then-current ratings assigned to the Notes; (x) accommodate the issuance or settlement of the Notes in global or book-entry form through the facilities of DTC, Euroclear or Clearstream, Luxembourg or otherwise; (xi) authorize the appointment of any listing agent, transfer agent, paying agent or additional registrar for any Class of Notes required or advisable in connection with the listing of any Class of Notes on any stock exchange, and otherwise to amend this Indenture to incorporate any changes required or requested by any governmental authority, stock exchange authority, listing agent, transfer agent, paying agent or additional registrar for any Class of Notes in connection therewith; (xii) evidence changes to applicable laws and regulations; (xiii) reduce the minimum denominations required for transfer of the Notes (except as provided in Section 8.2(i)); (xiv) modify the provisions of this Indenture with respect to reimbursement of Nonrecoverable Interest Advances if (a) the Loan Obligation Manager determines that the commercial mortgage securitization industry standard for such provisions has changed, in order to conform to such industry standard and (b) such modification does not adversely affect the status of Issuer for federal income tax purposes, as evidenced by an Opinion of Counsel; (xv) modify the procedures set forth in this Indenture relating to compliance with Rule 17g-5 of the Exchange Act; provided that the change would not materially increase the obligations of the Loan Obligation Manager, the Trustee, any paying agent, the servicer or the special servicer (in each case, without such party’s consent) and would not adversely affect in any supplemental indenture material respect the interests of any Noteholder or holder of the Preferred Shares; provided, further, that the Loan Obligation Manager must provide a copy of any such amendment to the Information Agent for posting to the Rule 17g-5 Website and provide notice of any such amendment to the Rating Agencies; (xvi) at the direction of 100% of the holders of the Preferred Shares (including any party that will become the beneficial owner of 100% of the Preferred Shares because of a default under any financing arrangement for which may be defective the Preferred Shares are security), modify the provisions of this Indenture to adopt restrictions provided by tax counsel in order to prevent the Issuer from being treated as a foreign corporation that is engaged in a trade or inconsistent with business in the United States for U.S. federal income tax purposes or otherwise become subject to U.S. federal withholding tax or U.S. federal income tax on a net income basis ; (xvii) make any change to any other provision contained herein or in any supplemental indenture; or to make such other provisions in regard with respect to matters or questions arising under this Indenture Indenture; provided that the required action will not adversely affect in any material respect the interests of any Noteholder not consenting thereto, as evidenced by (A) an Opinion of Counsel or under (B) an Officer’s Certificate of the Loan Obligation Manager; and (xviii) make any supplemental indenture as modification or amendment determined by the Issuer or the Guarantor may deem necessary or desirable Loan Obligation Manager (in consultation with legal counsel of national reputation experienced in such matters and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and obligations independent of the Issuer hereunder with respect and any Affiliates thereof) as necessary or advisable (A) for any Class of Notes to a series not be considered an “ownership interest” as defined for purposes of Securities and the ▇▇▇▇▇▇▇ Rule or (B) (1) to enable the Issuer to rely upon the exemption or exclusion from registration as an investment company provided by Rule 3a-7 under the Securities of such series and Investment Company Act or another exemption or exclusion from registration as an investment company under the release Investment Company Act (other than Section 3(c)(1) or Section 3(c)(7) thereof) or (2) for the Issuer to not otherwise be considered a “covered fund” as defined for purposes of the Issuer from its liabilities hereunder and under ▇▇▇▇▇▇▇ Rule, in each case so long as any such Securities as obligor modification or amendment would not have a material adverse effect on the Securities any Class of such series, all as provided in Section 12.06 hereofNotes. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, indenture and to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereundercontained, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties duties, liabilities or immunities under this Indenture or otherwise, except to the extent required by law. Any If any Class of Notes is Outstanding and rated, the Trustee shall not enter into any such supplemental indenture authorized unless the Rating Agency Condition has been satisfied, the notice of which may be in electronic form. At the cost of the Issuer, the Trustee shall provide to each Noteholder and each holder of Preferred Shares and, for so long as any Class of Notes shall remain Outstanding and is rated, the Trustee shall provide to the Rating Agencies a copy of any proposed supplemental indenture at least 15 Business Days prior to the execution thereof by the provisions Trustee, and, for so long as such Notes are Outstanding and so rated, request written confirmation, which may be in electronic form, from each noteholder and holder of Preferred Shares, that such proposed supplemental indenture will not materially and adversely affect such Noteholder or holder of Preferred Shares, and, as soon as practicable after the execution by the Trustee, the Issuer and the Co-Issuer of any such supplemental indenture, provide to the Rating Agencies a copy of the executed supplemental indenture. Following such initial 15 Business Day period, the Trustee will provide an additional 15 Business Days’ notice to any Noteholder or holder of Preferred Shares that did not respond to the initial notice and, unless the Trustee is notified (after giving such initial 15 Business Days’ notice and second 15 Business Days’ notice, as applicable) by such Noteholder or such holder of Preferred Shares that such Person will be materially and adversely affected by the proposed supplemental indenture, the interests of such Person will be deemed not to be materially and adversely affected by such proposed supplemental indenture. The Trustee shall not enter into any such supplemental indenture if such action would adversely affect the tax treatment of the Holders of the Notes as described in the Offering Memorandum under the heading “Certain U.S. Federal Income Tax Considerations” to any material extent or otherwise cause any of the statements described in the Offering Memorandum under the heading “Certain U.S. Federal Income Tax Considerations” to be inaccurate or incorrect to any material extent. The Trustee shall be entitled to rely upon (i) the receipt of notice from the Rating Agencies or the Requesting Party, which may be in electronic form, that the Rating Agency Condition has been satisfied and (ii) receipt of an Officer’s Certificate of the Loan Obligation Manager certifying that, following provision of notice of such supplemental indenture to the Noteholders and holders of the Preferred Shares and expiry of the time period set forth in the above paragraph, that the Holders of Securities would not be materially and adversely affected by such supplemental indenture. Such determination shall be conclusive and binding on all present and future Holders of Securities. The Trustee shall not be liable for any such determination made in good faith and in reliance upon such Officer’s Certificate. Furthermore, the Trustee shall not enter into any such supplemental indenture unless the Trustee has received an Opinion of Counsel from Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇ LLP or other nationally recognized U.S. tax counsel experienced in such matters that the proposed supplemental indenture will not cause the Issuer to (x) fail to be treated as a Qualified REIT Subsidiary or other disregarded entity of a REIT for U.S. federal income tax purposes or (y) be treated as a foreign corporation that is engaged in a trade or business in the United States for U.S. federal income tax purposes or to otherwise become subject to U.S. federal income tax on a net income basis. (b) Notwithstanding Section 8.1(a) or any other provision of this section may be executed Indenture, without the consent of the Holders of any Notes or any Preferred Shareholders, the Issuer, the Co-Issuer, when authorized by Board Resolutions of the Securities at Co-Issuers, and when authorized by the time outstandingTrustee, notwithstanding the Trustee, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (i) conform this Indenture to the provisions described in the Offering Memorandum (or any supplement thereto); (ii) to correct any defect or ambiguity in this Indenture in order to address any manifest error in any provision of this Indenture; and (iii) to conform this Indenture to any ▇▇▇▇▇’▇ Test Modification in the manner set forth in Section 7.0212.4 hereof.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the GuarantorCompany, when authorized by a resolution of the Guarantor’s Board of Directors, and the 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beCompany, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, Company pursuant to Article 8Ten hereof; (cb) to add to the covenants of the Issuer or the Guarantor Company such further covenants, restrictions, restrictions or conditions for the protection of the holders of all or provisions any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities stating that such covenants are expressly being included for the benefit of such series) as the Issuer, the Guarantor Board of Directors and the Trustee shall consider to be for the protection of the Holders holders of such Securities, and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, restrictions or conditions a default or provisions an Event of Default 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, restriction or 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 an Event of Default default or may limit the remedies available to the Trustee upon such an Event default; (c) to provide for the issuance under this Indenture of Default or may limit the right Securities in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (d) 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 or under Indenture; provided that any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which such action shall not adversely affect the interests of the Holders holders of the Securities in any material respectSecurities; (e) to establish add to, delete from, or revise the form or terms of Securities of any series as permitted by Sections Section 2.01 and 2.03; and, including, without limitation, any terms relating to the issuance, exchange, registration or transfer of Securities issued in whole or in part in the form of one or more global Securities and the payment of any principal thereof, or interest or premium, if any, thereon; (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities 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 6.11; (g) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or (h) to provide for the issuance of and under such Securities as obligor on establish the form and terms and conditions of the Securities of such any series, all as provided in Section 12.06 hereofto establish the form of any certifications required to be furnished pursuant to the terms of this Indenture or any series of Securities, or to add to the rights of the holders of any series of Securities. The Trustee is hereby authorized to join with the Issuer and the Guarantor Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge transfer and assignment of any property thereunder, but the Trustee shall not be obligated to to, but may in its discretion, enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section 9.01 may be executed by the Company and the Trustee without the consent of the Holders holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.029.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8any applicable covenants herein and pursuant to the terms of the Securities as set forth in Section 2.3; (cb) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, Securities and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; providedPROVIDED, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default;; PROVIDED FURTHER, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision and (ii) shall become effective only when there is no such Security Outstanding. (dc) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, PROVIDED, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respect;respect as determined by the Trustee (which determination may be based on an Opinion of Counsel); and (d) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 6.12. (e) to establish make any change that would provide any additional rights or benefits to the form Holders of the Securities or terms of Securities that does not adversely affect the legal rights under this Indenture of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereofHolder. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8any applicable covenants herein and pursuant to the terms of the Securities as set forth in Section 2.3; (cb) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, Securities and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; providedPROVIDED, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default;; PROVIDED FURTHER, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision and (ii) shall become effective only when there is no such Security Outstanding. (dc) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, PROVIDED, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respect; respect as determined by the Trustee (e) to establish the form or terms which determination may be based on an Opinion of Securities of any series as permitted by Sections 2.01 and 2.03Counsel); and (fd) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.026.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer or the Guarantor, as the case may be, Hovnanian or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or Hovnanian herein and in the Guarantor, as Securities or the case may be, pursuant to Article 8Guarantees; (c) to add to the covenants of the Issuer or the Guarantor Hovnanian such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series), or to surrender any right or power herein conferred upon the Issuer or Hovnanian, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable, provided, however, that no such action shall materially adversely affect the interests of the Holders of the Securities; (e) to establish the form or terms of Securities or the Guarantees to be endorsed thereon of any series as permitted by Sections 2.1 and 2.3; (f) to provide for the issuance of Securities of any series in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of such Securities for the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (g) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the Trust Indenture Act of 1939, or under any similar federal statute hereafter enacted, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act of 1939, excluding, however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act of 1939 as in effect at the date as of which this instrument was executed or any corresponding provision provided for in any similar federal statute hereafter enacted; (h) to evidence and provide for the acceptance of appointment hereunder of a Trustee other than First Union National Bank as Trustee for a series of Securities and to add to or change any of 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 6.9 hereof; (i) subject to Section 8.2 hereof, to add to or modify the provisions hereof as may be necessary or desirable and to provide for the denomination of Securities in foreign currencies which shall not adversely affect the interests of the Holders of the Securities in any material respect; (ej) to establish modify the form covenants or terms Events of Default of the Issuer solely in respect of, or add new covenants or Events of Default of the Issuer that apply solely to, Securities not Outstanding on the date of any series as permitted by Sections 2.01 and 2.03such supplemental indenture; and (fk) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.026.

Supplemental Indentures Without Consent of Securityholders. The Issuer, Issuer when authorized by or pursuant to a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of DirectorsResolution, and the 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 in force on the date of the execution thereof) for one or more of the following purposes:: Table of Contents (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the GuarantorIssuer, as the case may be, pursuant to Article 8Eight; (c) to evidence and provide for the acceptance of appointment hereunder by a 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 administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 5.10; (d) to define the term “Event of Default” (and if such defined Events of Default are to be for the benefit of less than all series of Securities, stating that such Events of Default are expressly being included solely for the benefit of such series); (e) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions (and if such further covenants, restrictions, conditions or provisions are to be for the benefit of less than all series of Securities, stating that such covenants, restrictions, conditions or provisions are expressly being included solely for the benefit of such series) as the Issuer, Board of Directors of the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (df) 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 or under any supplemental indenture as the Issuer or the Guarantor Board of Directors may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; ; Table of Contents (eg) to establish the form or terms of Securities of any series as permitted by Sections Section 2.01 and Section 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.;

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8IX; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons of a particular series, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) to cure any ambiguity or to correct or supplement any provision contained herein or in any supplemental indenture which that may be defective or inconsistent with any other provision contained herein or in any supplemental indenture; , or to make such any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, provided, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.032.3; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release to add to or change any of the Issuer from its liabilities provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than one trustee, pursuant to the Securities requirements of such series, all as provided in Section 12.06 hereof6.10. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the 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 of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8Nine; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series) and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable, provided, however, that no such action shall materially adversely affect the interests of the Holders of the Securities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.1 and 2.3; (f) to provide for the issuance of Securities of any series in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of such Securities for the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (g) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the Trust Indenture Act of 1939, or under any similar federal statute hereafter enacted, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act of 1939, excluding, however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act of 1939 as in effect at the date as of which this instrument was executed or any corresponding provision provided for in any similar federal statute hereafter enacted; (h) to evidence and provide for the acceptance of appointment hereunder of a Trustee other than State Street Bank and Trust Company as Trustee for a series of Securities and to add to or change any of 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 6.9 hereof; (i) subject to Section 8.2 hereof, to add to or modify the provisions hereof as may be necessary or desirable and to provide for the denomination of Securities in foreign currencies which shall not adversely affect the interests of the Holders of the Securities in any material respect; (ej) to establish modify the form covenants or terms Events of Default of the Issuer solely in respect of, or add new covenants or Events of Default of the Issuer that apply solely to, Securities not Outstanding on the date of any series as permitted by Sections 2.01 and 2.03such supplemental indenture; and (fk) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.026.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 89; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions a Default or an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, provided 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 an a Default or Event of Default or may limit the remedies available to the Trustee upon such an a Default or Event of 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 an a Default or Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 and 2.03; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.026.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beIssuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8any applicable covenants herein and pursuant to the terms of the Securities as set forth in Section 2.3; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer, the Guarantor Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; providedPROVIDED, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which desirable, PROVIDED, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.032.3; and (f) to evidence and provide for the assumption acceptance of appointment hereunder by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, add to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding change any of 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 7.026.

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, Company and the Trustee 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 convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer or the Guarantor, as the case may beCompany, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, Company pursuant to Article 8Eleven hereof; (cb) to add to the covenants of the Issuer or the Guarantor Company such further covenants, restrictionsrestrictions or conditions for the protection of the holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all Securities, conditions or provisions stating that such covenants are expressly being included for the benefit of such series) as the Issuer, the Guarantor Company and the Trustee shall consider to be for the protection of the Holders holders of Securitiessuch Securities or as may be required by Section 4.03 or Section 11.02 with respect to Securities of the Interest Plus series of Securities issued by the Company prior to August 15, 1996 and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, restrictions or conditions a default or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this First Amended and Restated Indenture as herein set forth; provided, however, that in respect of any such additional covenant, restriction, restriction or 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 an Event of Default default or may limit the remedies available to the Trustee upon such an Event default; (c) to establish the terms of Default or may limit the right any series of the Holders of a majority in aggregate principal amount of the Outstanding Securities of such series to waive such an Event of Defaultas permitted by Section 2.01; (d) 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 First Amended and Restated Indenture or under any supplemental indenture as the Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders holders of the Securities in any material respect;Outstanding Securities; and (e) to establish evidence and provide for the form or terms acceptance of Securities of any series as permitted appointment hereunder by Sections 2.01 and 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder a successor trustee with respect to a series of Securities and under the Securities of such one or more series and the release or to add to or change any of the Issuer from its liabilities provisions of this First Amended and Restated Indenture, as shall be necessary to provide for or facilitate the administration of the trusts hereunder and under such Securities as obligor on by more than one trustee, pursuant to the Securities requirements of such series, all as provided in Section 12.06 hereof7.09. The Trustee is hereby authorized to join with the Issuer and the Guarantor Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge transfer and assignment of any property thereunder, but the Trustee shall not be obligated to to, but may in its discretion, enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this First Amended and Restated Indenture or otherwise. 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 holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.0210.02.

Supplemental Indentures Without Consent of Securityholders. The (a) Without the consent of the Holders of any Notes or any Preferred Shareholders, the Issuer, the Co-Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers Resolutions of the Issuer authorized thereby)Co-Issuers, and the Guarantor, when authorized by a resolution of the Guarantor’s Board of DirectorsTrustee, and the Trustee may and, at any time and from time to time and at any time subject to the requirement provided below in this Section 8.1, 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) evidence the succession of any Person to the Issuer or the Co-Issuer and the assumption by any such successor of the covenants of the Issuer or the Co-Issuer, as applicable, herein and in the Notes; (ii) add to the covenants of the Issuer, the Co-Issuer or the Trustee for the benefit of the Holders of the Notes, Preferred Shareholders or to surrender any right or power herein conferred upon the Issuer or the Co-Issuer, as applicable; (iii) convey, transfer, assign, mortgage or pledge any property to or with the Trustee, or add to the Trustee as security for conditions, limitations or restrictions on the Securities authorized amount, terms and purposes of one or more series any property or assetsthe issue, authentication and delivery of the Notes; (biv) evidence and provide for the acceptance of appointment hereunder of a successor ▇▇▇▇▇▇▇ and to evidence the succession of another legal entity add to the Issuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity change any of the covenants, agreements and obligations provisions of this Indenture as shall be necessary to facilitate the administration of the Issuer or the Guarantor, as the case may betrusts hereunder by more than one Trustee, pursuant to Article 8the requirements of Sections 6.9, 6.10 and 6.12 hereof; (cv) to add correct or amplify the description of any property at any time subject to the covenants lien of this Indenture, or to better assure, convey and confirm unto the Trustee any property subject or required to be subject 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) or to subject any additional property to the lien of this Indenture; (vi) modify the restrictions on and procedures for resales and other transfers of Notes to reflect any changes in applicable law or regulation (or the interpretation thereof) or to enable the Issuer and the Co-Issuer to rely upon any exemption from registration under the Securities Act, the Exchange Act or the Guarantor such further covenants1940 Act or to remove restrictions on resale and transfer to the extent not required thereunder; (vii) accommodate the issuance, restrictionsif any, conditions of Notes in global or provisions book-entry form through the facilities of DTC or otherwise; (viii) otherwise correct any inconsistency or cure any ambiguity, omission or mistake; (ix) take any action commercially reasonably necessary or advisable for the Issuer to comply with FATCA or to prevent the Issuer from failing to qualify as a Qualified REIT Subsidiary or other disregarded entity of a REIT for U.S. federal income tax purposes or from being treated as a foreign corporation engaged in a trade or business in the United States for federal income tax purposes, or to prevent the Issuer, the Guarantor and Holders of the Trustee shall consider to be for the protection of Notes, the Holders of Securities, and to make the occurrence, Preferred Shares or the occurrence and continuanceTrustee from being subject to withholding or other taxes, of fees or assessments or otherwise subject to U.S. federal, state, local or foreign income or franchise tax on a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of 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 an Event of Defaultnet income tax basis; (dx) to cure evidence any ambiguity waiver or elimination by a Rating Agency of any requirement or condition of such Rating Agency set forth herein or to correct amend or supplement any provision contained herein of this Indenture to the extent necessary to maintain the then-current ratings assigned to the Notes; (xi) accommodate the settlement of the Notes in book-entry form through the facilities of DTC, Euroclear or Clearstream, Luxembourg or otherwise; (xii) authorize the appointment of any listing agent, transfer agent, paying agent or additional registrar for any Class of Notes required or advisable in connection with the listing of any Class of Notes on any stock exchange, and otherwise to amend this Indenture to incorporate any changes required or requested by any governmental authority, stock exchange authority, listing agent, transfer agent, paying agent or additional registrar for any Class of Notes in connection therewith; (xiii) evidence changes to applicable laws and regulations; (xiv) reduce the minimum denominations required for transfer of the Notes; (xv) modify the provisions of this Indenture with respect to reimbursement of Nonrecoverable Interest Advances if (a) the Loan Obligation Manager determines that the commercial mortgage securitization industry standard for such provisions has changed, in order to conform to such industry standard and (b) such modification does not adversely affect the status of Issuer for federal income tax purposes, as evidenced by an Opinion of Counsel; (xvi) modify the procedures set forth in this Indenture relating to compliance with Rule 17g-5 of the Exchange Act; provided that the change would not materially increase the obligations of the Loan Obligation Manager, the Trustee, any paying agent, the servicer or the special servicer (in each case, without such party’s consent) and would not adversely affect in any supplemental indenture which may be defective material respect the interests of any Noteholder or inconsistent with holder of the Preferred Shares; provided, further, that the Loan Obligation Manager must provide a copy of any such amendment to the Information Agent for posting to the Rule 17g-5 Website and provide notice of any such amendment to the Rating Agencies; (xvii) make any change to any other provision contained herein or in any supplemental indenture; or to make such other provisions in regard with respect to matters or questions arising under this Indenture Indenture; provided that the required action will not adversely affect in any material respect the interests of any Noteholder not consenting thereto, as evidenced by (A) an Opinion of Counsel or under (B) an Officer’s Certificate of the Loan Obligation Manager; and (xviii) make any supplemental indenture as modification or amendment determined by the Issuer or the Guarantor may deem necessary or desirable Loan Obligation Manager (in consultation with legal counsel of national reputation experienced in such matters and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and obligations independent of the Issuer hereunder with respect and any Affiliates thereof) as necessary or advisable (A) for any Class of Notes to a series not be considered an “ownership interest” as defined for purposes of Securities and the ▇▇▇▇▇▇▇ Rule or (B) (1) to enable the Issuer to rely upon the exemption or exclusion from registration as an investment company provided by Rule 3a-7 under the Securities of such series and Investment Company Act or another exemption or exclusion from registration as an investment company under the release Investment Company Act (other than Section 3(c)(1) or Section 3(c)(7) thereof) or (2) for the Issuer to not otherwise be considered a “covered fund” as defined for purposes of the Issuer from its liabilities hereunder and under ▇▇▇▇▇▇▇ Rule, in each case so long as any such Securities as obligor modification or amendment would not have a material adverse effect on the Securities any Class of such series, all as provided in Section 12.06 hereofNotes. The Trustee is hereby authorized to join with the Issuer and the Guarantor in the execution of any such supplemental indenture, indenture and to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereundercontained, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties duties, liabilities or immunities under this Indenture or otherwise, except to the extent required by law. Any If any Class of Notes is Outstanding and rated, the Trustee shall not enter into any such supplemental indenture authorized unless the Rating Agency Condition has been satisfied, the notice of which may be in electronic form. At the cost of the Issuer, the Trustee shall provide to each Noteholder and each holder of Preferred Shares and, for so long as any Class of Notes shall remain Outstanding and is rated, the Trustee shall provide to the Rating Agencies a copy of any proposed supplemental indenture at least 15 Business Days prior to the execution thereof by the provisions Trustee, and, for so long as such Notes are Outstanding and so rated, request written confirmation, which may be in electronic form, from each noteholder and holder of Preferred Shares, that such proposed supplemental indenture will not materially and adversely affect such Noteholder or holder of Preferred Shares, and, as soon as practicable after the execution by the Trustee, the Issuer and the Co-Issuer of any such supplemental indenture, provide to the Rating Agencies a copy of the executed supplemental indenture. Following such initial 15 Business Day period, the Trustee will provide an additional 15 Business Days’ notice to any Noteholder or holder of Preferred Shares that did not respond to the initial notice and, unless the Trustee is notified (after giving such initial 15 Business Days’ notice and second 15 Business Days’ notice, as applicable) by such Noteholder or such holder of Preferred Shares that such Person will be materially and adversely affected by the proposed supplemental indenture, the interests of such Person will be deemed not to be materially and adversely affected by such proposed supplemental indenture. The Trustee shall not enter into any such supplemental indenture if such action would adversely affect the tax treatment of the Holders of the Notes as described in the Offering Memorandum under the heading “Certain U.S. Federal Income Tax Considerations” to any material extent or otherwise cause any of the statements described in the Offering Memorandum under the heading “Certain U.S. Federal Income Tax Considerations” to be inaccurate or incorrect to any material extent. The Trustee shall be entitled to rely upon (i) the receipt of notice from the Rating Agencies or the Requesting Party, which may be in electronic form, that the Rating Agency Condition has been satisfied and (ii) receipt of an Officer’s Certificate of the Loan Obligation Manager certifying that, following provision of notice of such supplemental indenture to the Noteholders and holders of the Preferred Shares and expiry of the time period set forth in the above paragraph, that the Holders of Securities would not be materially and adversely affected by such supplemental indenture. Such determination shall be conclusive and binding on all present and future Holders of Securities. The Trustee shall not be liable for any such determination made in good faith and in reliance upon such Officer’s Certificate. Furthermore, the Trustee shall not enter into any such supplemental indenture unless the Trustee has received an Opinion of Counsel from Cadwalader, ▇▇▇▇▇▇▇▇▇▇ & ▇▇▇▇ LLP or other nationally recognized U.S. tax counsel experienced in such matters that the proposed supplemental indenture will not cause the Issuer to (x) fail to be treated as a Qualified REIT Subsidiary or other disregarded entity of a REIT for U.S. federal income tax purposes or (y) be treated as a foreign corporation that is engaged in a trade or business in the United States for U.S. federal income tax purposes or to otherwise become subject to U.S. federal income tax on a net income basis. (b) Notwithstanding Section 8.1(a) or any other provision of this section may be executed Indenture, without the consent of the Holders of any Notes or any Preferred Shareholders, the Issuer, the Co-Issuer, when authorized by Board Resolutions of the Securities at Co-Issuers, and when authorized by the time outstandingTrustee, notwithstanding the Trustee, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (i) conform this Indenture to the provisions described in the Offering Memorandum (or any supplement thereto); (ii) to correct any defect or ambiguity in this Indenture in order to address any manifest error in any provision of this Indenture; and (iii) to update this Indenture for any Moody’s Test Modification in the manner set forth in Section 7.0212.4 hereof.