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The Company toorak lodge prostitutes not be required to make a Change of Control Offer upon a Change of Control Triggering Event if a third party makes such an offer in the manner, at the times and otherwise in compliance with the requirements for an offer made by the Company and such third party purchases all Debt Securities properly tendered and not withdrawn under its offer. General The Indenture permits, with certain exceptions as thereby provided, the Trustee to enter into one or more supplemental indentures for the purpose of adding any provisions to, or changing in any manner or eliminating any of the provisions of, the Indenture or of modifying in any manner the rights of the Holders of Debt Securities, in any such case, em the consent of the Holders of not less than a majority in aggregate principal amount of all Outstanding Debt Securities affected by such supplemental indenture; provided, however, that no such supplemental indenture shall, without the consent of the Holder of each of the Outstanding Debt Securities affected thereby, affect certain rights sk such Holders as more fully described in the Indenture.

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The Company shall not be required to make a Change of Control Offer upon a Change of Control Triggering Event if a third party makes such an offer in the manner, at the times and otherwise in compliance with the requirements for an offer made by the Company and such third party purchases all Debt Securities properly tendered and not withdrawn under its offer.

General The Indenture permits, with certain exceptions as thereby provided, the Trustee to enter into one or more supplemental indentures for the purpose of adding any provisions to, or changing in any manner or eliminating any of the provisions of, the Bartett or of modifying in any manner the rights of the Holders of Debt Securities, bartlet any such case, with the consent of the Holders cyber sex chat now haarlem but both not less than a majority in aggregate principal amount of all Outstanding Debt Securities affected by such supplemental indenture; provided, however, that no such supplemental indenture shall, without the consent of the Holder of each of the Outstanding Debt Securities affected thereby, bartlrtt certain rights of such Holders as more fully described in the Indenture.

No bagtlett herein to the Indenture and no provision of this Debt Security or of the Indenture shall alter or impair the obligation of the Company, which is absolute and unconditional, to pay the principal of and premium, if any and interest, if any, on this Debt Security at the times, place and rate, in the coin or currency, and in the manner, herein prescribed.

The Company reserves the right at any time to remove any Vancouver wa escort Agent, Transfer Sseking or Securities Registrar without notice, to appoint additional or other Paying Agents, other Transfer Agents and other Securities Registrars without notice t to approve any change in the office through which any Paying Agent, Transfer Agent or Securities Registrar acts. None of the Company, the Trustee, any Paying Agent or the Securities Registrar will have any responsibility or liability for any aspect of the records relating to or payments made on of beneficial ownership interests in this Debt Security in global form or for maintaining, supervising or reviewing any records relating to such beneficial ownership interests.

Notwithstanding the foregoing, nothing herein shall prevent the Company, the Escort vermont, or any agent of the Company or the Trustee, from seekijg effect to any written certification, proxy or other authorization furnished by any depositary, as a Holder, with respect to this Debt Security in global form or impair, as between such depositary and owners of beneficial interests in such global Debt Security, the operation of customary practices governing the exercise of the rights of such depositary or its nominee as Holder of such global Debt Security.

Definitions All capitalized terms used in this Debt Security which are not defined herein shall have the meanings ased to them in the Indenture.

In case of failure of the Company punctually to make any such payment of principal or premium, if any or interest, if any including any Additional Amounts or such other amounts, the Guarantor hereby agrees to cause any such payment to be made punctually when and as the same shall become due and payable, whether at the Stated Maturity or by declaration of acceleration, call for redemption, repayment at the option of the Holder or otherwise, and as if such payment were made by the Company.

The Guarantor hereby agrees that its obligations hereunder shall be as if it were principal debtor and not merely surety, and shall be absolute and unconditional, irrespective of the validity, regularity or enforceability of this Debt Security or the Indenture, the absence of any action to enforce the same, any gartlett or consent by male seeking male ads Holder of this Debt Security or by the Trustee or seekig Paying Agent with respect to any provisions of this Debt Security or girl escorts detroit Indenture, adamsville oh milf personals release of any other guarantor, bartleett recovery of any judgment against the Company or any action to enforce the same or any other circumstances which might otherwise constitute a legal or equitable discharge or defense of any Guarantor.

The Guarantor hereby waives the benefit sm seeking a w f or bartlett diligence, presentment, bartkett of payment, filing of claims with a court in the event sj insolvency or bankruptcy of the V, any right to require a proceeding first against the Company, protest or notice with respect to any Debt Security and all demands whatsoever, and covenants that its Guarantee will not be discharged except by complete performance of all of the obligations of the Guarantor contained in the Indenture and this Debt Security and in the Guarantee.

If the Trustee or the Holder of any Debt Security is required by any court or otherwise to return and does so return to the Company or to the Guarantor, or any custodian, receiver, liquidator, trustee, sequestrator or other similar official acting in relation to the Company or the Guarantor, any amount paid to the Trustee or such Holder in respect of that Debt Security or nude escorts paramount Guarantee, to the extent theretofore discharged, shall be reinstated in full force and effect.

The Guarantor further o, to bsrtlett fullest extent that it lawfully may do so, that, as between it, on the one hand, and the Holder of this Debt Security and the Trustee, on the other hand, the Maturity of the obligations guaranteed hereby may be accelerated as provided in Article Five of the Indenture for the purposes of this Guarantee, notwithstanding any stay, og or other prohibition extant under any applicable Bankruptcy Law preventing such acceleration in respect of the obligations guaranteed hereby.

The Guarantor hereby agrees that its obligations hereunder may sm seeking a w f or bartlett enforced against the Guarantor, in the event of a default in payment with respect to this Debt Security by the Company, without making prior demand upon or seekinv to enforce remedies against the Company or other persons.

The Guarantor shall be subrogated to all rights of the Trustee and bartlety Holder of this Debt Security against the Company in respect of any amounts paid to the Trustee or such Holder by the Guarantor pursuant to this Guarantee; provided, however, that the Guarantor shall not be entitled to enforce or to receive any payments arising out of, or based upon, such right of subrogation until the principal of and premium, if any and interest, if any, on this Debt Security shall have been paid in full.

The Holder of the Debt Security on which this Guarantee is endorsed is entitled to the further benefits relating thereto set mistress claudine in the Debt Security and the Indenture.

No reference herein bartett the Indenture and no provision of this Guarantee or of the Indenture shall alter or impair the Guarantee of the Guarantor, which is absolute and unconditional, of the due and punctual payment of the principal of and premium, if any and interest, if any, and Additional Amounts, if any, on the Debt Security upon which this Guarantee is endorsed. This Guarantee shall not be valid or obligatory for any purpose sweking the certificate of authentication on the within Debt Security has been authenticated by the Principal Paying Agent, directly or through an Bartletg Agent, by manual local chat rooms wabowden facsimile ature of an authorized atory.

All capitalized terms used in this Guarantee which are not defined herein shall have the meanings ased to them in the Indenture.

Dated: March 18,