Contract analysis

ARTICLE 1 — DEFINITIONS AND INCORPORATION BY REFERENCE

Section 1.01 — Definitions As used in this Indenture, the following terms shall have the following meanings: "ABL Agent" means Velthorn National Bank, N.A., in its capacity as administrative agent under the ABL Credit Agreement, together with its successors and assigns in such capacity. "ABL Credit Agreement" means that certain Revolving Credit Agreement, dated as of June 30, 2023 (as amended by that certain First Am

Section 1.02 — Other Definitions The following terms are defined in the Sections of this Indenture set forth opposite each such term:

Section 1.03 — Incorporation by Reference of Trust Indenture Act Whenever this Indenture refers to a provision of the TIA, such provision is incorporated by reference in and made a part of this Indenture. The following TIA terms used in this Indenture have the following meanings: "indenture securities" means the Notes; "indenture security holder" means a Holder; "indenture to be qualified" means this Indenture; "inde

Section 1.04 — Rules of Construction Unless the context otherwise requires: (a) a term has the meaning assigned to it; (b) an accounting term not otherwise defined has the meaning assigned to it in accordance with GAAP; (c) "or" is not exclusive; (d) "including" means "including without limitation"; (e) words in the singular include the plural, and in the plural include the singular; (f) "will" and "shall" are each m

Section 2.01 — Form and Dating (a) General. The Notes and the Trustee's certificate of authentication shall be substantially in the form of Exhibit A-1 hereto (with respect to Notes offered and sold pursuant to Rule 144A under the Securities Act) and Exhibit A-2 hereto (with respect to Notes offered and sold pursuant to Regulation S under the Securities Act), each of which is hereby incorporated in and made a part of

Section 2.02 — Execution and Authentication (a) Two duly authorized officers of each Issuer shall sign each Note on behalf of such Issuer by manual or facsimile signature. If any officer whose signature appears on a Note no longer holds that office at the time the Trustee authenticates such Note, such Note shall nevertheless be valid. A Note shall not be valid or obligatory for any purpose until an authorized signato

Section 2.03 — Registrar, Paying Agent, and Transfer Agent (a) The Issuers shall maintain (i) an office or agency where Notes may be presented for registration of transfer or for exchange (the "Registrar"), (ii) an office or agency where Notes may be presented for payment (the "Paying Agent"), and (iii) an office or agency where notices and demands in respect of the Notes and this Indenture may be served (the "Transf

Section 2.04 — Paying Agent to Hold Money in Trust Not later than each interest payment date, maturity date, and redemption date, the Issuers shall deposit with the Paying Agent (or, if an Issuer or a Subsidiary is acting as Paying Agent, segregate and hold in trust) a sum sufficient to pay the principal of, premium (if any), and accrued and unpaid interest on the Notes then due. The Issuers shall require each Paying

Section 2.05 — Holder Lists The Trustee shall preserve in as current a form as is reasonably practicable the most recent list available to it of the names and addresses of all Holders of the Notes and shall otherwise comply with the requirements of Section 312 of the TIA. If the Trustee is not the Registrar, the Issuers shall cause the Registrar to furnish to the Trustee, not later than five Business Days before each

Section 2.06 — Transfer and Exchange (a) Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.06, a Global Note may be transferred, in whole or in part, only to another nominee of DTC or to a successor of DTC or its nominee. Beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.06(b), (c), and (d) hereof, as applicable. Transfers of beneficia

Section 2.07 — Replacement Notes If a mutilated Note is surrendered to the Trustee, or the Issuers and the Trustee receive evidence to their satisfaction of the destruction, loss, or theft of a Note, the Issuers shall issue, and the Trustee, upon receipt of an Authentication Order, shall authenticate, a replacement Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. If require

Section 2.08 — Outstanding Notes The Notes outstanding at any time are all the Notes authenticated by the Trustee, except for those cancelled by it, those delivered to it for cancellation, those reductions in the interest in a Global Note effected in accordance with the provisions hereof, and those described in this Section as not outstanding. Except as set forth in Section 2.09, a Note does not cease to be outstandi

Section 2.09 — Treasury Notes In determining whether the Holders of the required principal amount of Notes have concurred in any direction, waiver, or consent, Notes owned by either Issuer, any Guarantor, or any Affiliate of either Issuer or any Guarantor shall be disregarded and deemed not to be outstanding, except that for purposes of determining whether the Trustee shall be protected in relying on any such directi

Section 2.10 — Temporary Notes Pending the preparation of Definitive Notes, the Issuers may execute, and upon receipt of an Authentication Order the Trustee shall authenticate and deliver, temporary Notes. Temporary Notes shall be substantially in the form of Definitive Notes but may have variations that the Issuers consider appropriate for temporary Notes. Without unreasonable delay, the Issuers shall prepare and th

Section 2.11 — Cancellation The Issuers at any time may deliver Notes to the Trustee for cancellation. The Registrar, Paying Agent, and Transfer Agent shall forward to the Trustee any Notes surrendered to them for transfer, exchange, payment, or cancellation. The Trustee and no one else shall cancel all Notes surrendered for transfer, exchange, payment, replacement, or cancellation and shall dispose of cancelled Note

Section 2.12 — CUSIP and ISIN Numbers The Issuers in issuing the Notes may use CUSIP numbers and ISIN numbers, and, if so, the Trustee shall use CUSIP numbers and ISIN numbers in notices of redemption or exchange to the Holders as a convenience to such Holders; provided that neither the Trustee nor the Issuers shall have any responsibility for any defect in the CUSIP numbers or ISIN numbers as printed on the Notes or

Section 2.13 — Defaulted Interest If the Issuers default in a payment of interest on the Notes, they shall pay the defaulted interest in any lawful manner plus, to the extent lawful, interest payable on the defaulted interest at the rate provided in the Notes, to the Persons who are Holders on a subsequent special record date (the "Special Record Date"), in each case at the rate specified in the Notes. The Issuers sh

Section 2.14 — Issuance of Additional Notes The Issuers may, from time to time, without notice to or the consent of the Holders, issue Additional Notes in an unlimited aggregate principal amount under this Indenture, so long as (i) such Additional Notes are issued in compliance with the covenants set forth in Article 4 hereof (including, without limitation, Section 4.07 hereof), (ii) no Default or Event of Default sh

Section 3.01 — Notices to Trustee If the Issuers elect to redeem Notes pursuant to Section 3.07 or Section 3.08 hereof, they shall furnish to the Trustee, at least 10 days (or, in the case of a partial redemption, at least 15 days) before the date the notice of redemption is to be mailed or otherwise given to Holders (or such shorter period as may be satisfactory to the Trustee), an Officers' Certificate setting fort

Section 3.02 — Selection of Notes to Be Redeemed (a) If less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed from the outstanding Notes not previously called for redemption, (i) in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed, (ii) on a pro rata basis, by lot, or by such other method as the

Section 3.03 — Notice of Redemption (a) At least 10 days but not more than 60 days before a Redemption Date, the Issuers shall mail or cause to be mailed, by first-class mail (or, in the case of Global Notes, transmit by electronic means in accordance with DTC's applicable procedures), a notice of redemption to each Holder whose Notes are to be redeemed at its registered address or in the case of a Global Note in acc