Common use of Defaulted Interest Clause in Contracts

Defaulted Interest. If the Company defaults in a payment of interest on the Securities, the Company shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful manner. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a record date (the “Special Record Date”) for the payment of such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If Any installment of interest that is payable, but is not punctually paid or duly provided for on any Interest Payment Date (“Defaulted Interest”) shall forthwith cease to be payable to the Holders in whose names the Notes were registered on the Regular Record Date applicable to such installment of interest. The Company defaults in a shall make payment of interest on the Securities, the Company shall pay the defaulted interest any Defaulted Interest (plus including any interest on such defaulted interest at the rate borne by the Securities Defaulted Interest) to the extent lawfulHolders in whose names the Notes are registered at 5:00 p.m. (New York City time) on a special record date for the payment of such Defaulted Interest (a “Special Record Date”), which shall be fixed in any lawful the following manner. The Company shall notify the Trustee in writing of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons Holders entitled to such defaulted interest Defaulted Interest as provided in this clause providedSection 10.02. Thereupon the Trustee shall fix a record date (the “Special Record Date”) Date for the payment of such defaulted interestDefaulted Interest, which date shall be not more than 15 calendar days and not less than 10 ten calendar days prior to the Special Interest Payment Date date of the proposed payment and not less than 10 ten calendar days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record DateDate and, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor to be given sent, by first-class mail, postage prepaid, to each Holder at such Holder’s address as it appears in the manner provided for in Section 13.02registration books of the Registrar, not less than 10 ten calendar days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor having been so givenmailed as aforesaid, such defaulted interest Defaulted Interest shall be paid on the Special Interest Payment Date to the Persons Holders in whose names the Securities (or their respective predecessor Securities) Notes are registered at the close of business 5:00 p.m. (New York City time) on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityDate.

Defaulted Interest. If the Company Issuer defaults in on a payment of interest on the SecuritiesNotes, the Company Issuer shall pay the defaulted interest (plus interest on such defaulted interest at the rate then borne by the Securities Notes plus (to the extent lawfulpermitted by law) any interest payable on the defaulted interest, in any lawful manner. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”), and at the same time the Company shall deposit accordance with the Trustee an amount of money equal terms hereof, to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix who are Holders thereof on a subsequent special record date (the “Special Record Date”) for the payment of such defaulted interestdate, which date shall be not more than 15 days and not less than 10 days at least five Business Days prior to the Special Interest Payment Date payment date. If such default continues for thirty (30) days, the Issuer shall fix such special record date and not less than payment date. At least 10 days after before such special record date, the receipt by Issuer (or upon the Trustee written request of the notice of Issuer, the proposed payment. The Trustee shall promptly notify the Company of such Special Record DateTrustee, and in the name and at the expense of the CompanyIssuer) shall mail to each affected Noteholder a notice that states the special record date, shall cause notice of the proposed payment of such defaulted interest date and the Special Record Date amount of defaulted interest, and Special Interest Payment Date therefor interest payable on defaulted interest, if any, to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payablepaid. The Company Issuer may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements (if applicable) of any securities exchange on which the Securities Notes may be listedlisted and, and upon such notice as may be required by such exchange, if, after written notice given by the Company Issuer to the Trustee of the proposed payment pursuant to this clausesentence, such manner of payment shall be deemed practicable by the Trustee. Subject If the Issuer elects for the Trustee to send such notice to the foregoing provisions Holders then the Issuer shall provide such notice to the Trustee along with a written notice to the Trustee instructing the Trustee to send such notice to the Holders at least five (5) days (or such shorter time as may be agreed by the Trustee in its discretion) before such notice is required to be mailed to the Holders. Notwithstanding the foregoing, any interest which is paid prior to the expiration of this Sectionthe 30-day period set forth in Section 6.01(1) shall be paid to Holders as of the record date for the Interest Payment Date for which interest has not been paid. In the event that the Issuer is required to pay defaulted interest to Holders of Notes, each Security delivered the Issuer will provide written notice to the Trustee of its obligation to pay such defaulted interest no later than fifteen (15) days prior to the proposed payment date for the defaulted interest and such notice shall set forth the amount of defaulted interest to be paid by the Issuer on such payment date. The Trustee shall not at any time be under this Indenture upon registration ofany duty or responsibility to the Holders to determine the defaulted interest, transfer or with respect to the nature, extent, or calculation of the amount of defaulted interest owed, or with respect to the method employed in exchange for or in lieu such calculation of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Securitydefaulted interest.

Defaulted Interest. The Company will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Issuer will pay interest on overdue principal from time to time on demand at a rate of 0.5 percentage points per annum in excess of the rate of interest then borne by the Notes. The Issuer shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at a rate of 0.5 percentage points per annum in excess of the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company Issuer defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Issuer for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company Issuer shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the a “Special Default Interest Payment Date”), and at the same time the Company Issuer shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Issuer deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Issuer shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Issuer, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, (a) any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.1(1) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Datebeen paid, and in (b) the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company Issuer may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults in a payment of interest on the Securities, the Company shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful manner. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”"SPECIAL INTEREST PAYMENT DATE"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a record date (the “Special Record Date”"SPECIAL RECORD DATE") for the payment of such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.0211.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest Defaulted Interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults in a payment of interest on the Securities, the Company shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful manner. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Default Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a record date (the “Special Default Interest Record Date”) for the payment of such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special Default Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Default Interest Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Default Interest Record Date and Special Default Interest Payment Date therefor to be given in the manner provided for in Section 13.0211.02, not less than 10 days prior to such Special Default Interest Record Date. Notice of the proposed payment of such defaulted interest and the Special Default Interest Record Date and Special Default Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Default Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Default Interest Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(i) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If Interest on any Note which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the Company defaults Person in a payment whose name that Note is registered at the close of business on the Regular Record Date for such interest. Any interest on the Securitiesany Note which is payable, the Company shall pay the defaulted interest (plus but is not punctually paid or duly provided for, on any Interest Payment Date and interest on such defaulted interest at the applicable interest rate borne by the Securities Notes, to the extent lawfullawful (such defaulted interest (and interest thereon) herein collectively called "Defaulted Interest") shall forthwith cease to be payable to the Holder on the relevant Regular Record Date by virtue of having been such Holder; and such Defaulted Interest shall be paid by the Company to the Persons in any lawful whose names the Notes are registered at the close of business on a Special Record Date for the payment of such Defaulted Interest, which shall be fixed in the following manner. The Company shall notify give the Trustee in writing at least 15 days' written notice (unless a shorter period is acceptable to the Trustee for its convenience) of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held by the Trustee in trust for the benefit of the Persons entitled to such defaulted interest Defaulted Interest as is provided in this clause providedSection 2.12. Thereupon the Trustee shall fix a record date (the “Special Record Date”) Date for the payment of such defaulted interest, Defaulted Interest which date shall not be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date date of the proposed payment and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in . In the name and at the expense of the Company, the Trustee shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor to be given mailed, first-class postage prepaid, to each Holder at his address as it appears in the manner provided for in Section 13.02Registrar, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor having been so givenmailed, such defaulted interest Defaulted Interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) Notes are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the TrusteeDate. Subject to the foregoing provisions of this SectionSection 2.12, each Security Note delivered under this Indenture upon registration of, of transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityNote.

Defaulted Interest. If the Company defaults in a payment of interest or any Additional Amounts on the any series of Registered Securities, the Company shall pay the defaulted interest (plus interest on and any Additional Amounts to Persons who are Holders of Registered Securities of such defaulted interest at the rate borne by the Securities to the extent lawful) series in any lawful manner. The Company shall notify may also pay the Trustee in writing of the amount of defaulted interest proposed to be paid the persons who are Security holders on each Security and a subsequent special record date in the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”), and at the same time the following manner. The Company shall deposit with fix the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a special record date (which shall be between 10 and 30 days before the “Special Record Date”payment date) for the payment of such defaulted interest and any Additional Amounts on such Securities and the payment date for such defaulted interest, which date shall be not more than . At least 15 days and not less than 10 days prior before the special record date, the Company shall mail each Holder of Registered Securities, with a copy to the Special Interest Payment Date Trustee, a notice that states the special record date, the payment date and not less than 10 days after the receipt amount of defaulted interest and any Additional Amounts to be paid, provided the Company has made arrangements satisfactory to the Trustee for payment of the aggregate amount to be paid on such payment date. On such payment date the Trustee shall pay out of funds provided by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and any Additional Amounts. In case a Bearer Security of any series is surrendered at the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice office or agency of the proposed payment Company maintained pursuant to Section 4.02 in a Place of Payment for such series in exchange for a Registered Security of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at series after the close of business at such office or agency on any special record date and before the opening of business at such office or agency on the related proposed date for payment of defaulted interest and any Additional Amounts, such Bearer Security shall be surrendered without the coupon relating to such proposed date of payment and defaulted interest and any Additional Amounts will not be payable on such Special Record Date and shall no longer proposed date of payment in respect of the Registered Security issued in exchange for such Bearer Security, but will be payablepayable only to the Holder of such coupon on or after such payment date in accordance with the provisions of this Indenture. The Company may make payment of any pay defaulted interest and any Additional Amounts in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Securitymanner.

Defaulted Interest. The Company will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(i) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If Any interest on any Security which is payable, but is not punctually paid or duly provided for, on any interest payment date ("Defaulted Interest"), shall forthwith cease to be payable to the Holder on the relevant regular record date, and such Defaulted Interest may be paid by the Company defaults in a as follows. The Company may elect to make payment of interest on any Defaulted Interest to the Securities, Persons in whose names the Company shall pay the defaulted interest (plus interest on such defaulted interest Securities are registered at the rate borne by close of business on a special record date for the Securities to payment of such Defaulted Interest, which shall be fixed in the extent lawful) in any lawful following manner. The Company shall notify the Trustee in writing of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest Defaulted Interest as in this clause section provided. Thereupon the Trustee Company shall fix a special record date (the “Special Record Date”) for the payment of such defaulted interest, Defaulted Interest which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment, and notify the Trustee thereof. The Trustee shall promptly notify the Company of such Special Record Dateshall, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date special record date therefor to be given in the manner provided for in to each Holder of Securities pursuant to Section 13.0212.2, not less than 10 days prior to such Special Record Datespecial record date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date special record date therefor having been so givenmailed, such defaulted interest Defaulted Interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payablespecial record date. The Alternatively, the Company may elect to make payment of any defaulted interest Defaulted Interest on the Securities in any other lawful manner not inconsistent with the requirements of any securities exchange on which the such Securities may be listed, and upon any such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clausesection, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If With respect to any Notes of any Series, any interest on any such Notes which is payable but is not punctually paid or duly provided for, on any Interest Payment Date (herein called “Defaulted Interest”) shall forthwith cease to be payable to the Company defaults Holder on the relevant Regular Record Date by virtue of having been such Holder, and such Defaulted Interest may be paid by the Issuer, at its election in a each case, as provided in the following sub-clause: The Issuer may elect to make payment of interest on any Defaulted Interest to the Securities, the Company shall pay the defaulted interest (plus interest on such defaulted interest relevant Noteholders of record at the rate borne by close of business on a Special Record Date for the Securities to payment of such Defaulted Interest, which shall be fixed in the extent lawful) in any lawful following manner. The Company Issuer shall notify the Trustee Fiscal and Paying Agent, Registrar and any other Paying Agents in writing of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security relevant Series of Notes and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company Issuer shall deposit with the Trustee Paying Agents an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee Fiscal and Paying Agent for such deposit prior to the date of the proposed payment, such money when deposited in accordance with Clause 3 (Payments to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause providedFiscal and Paying Agent). Thereupon the Trustee Issuer shall fix a record date (the “Special Record Date”) Date for the payment of such defaulted interest, Defaulted Interest which date shall be not more than 15 fifteen (15) calendar days and not less than 10 ten (10) calendar days prior to the Special Interest Payment Date date of the proposed payment and not less than 10 ten (10) calendar days after the receipt by the Trustee Fiscal and Paying Agent of the notice of the proposed payment. The Trustee Issuer shall promptly notify the Company Fiscal and Paying Agent, Registrar and any other Paying Agents of such Special Record Date, Date and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor therefore to be given mailed, first-class postage prepaid, or, in the manner provided for case of Global Notes, to be sent by electronic means in Section 13.02accordance with the rules and procedures of the relevant Clearing System, to each Noteholder of such Series at its address as it appears in the Register, not less than 10 ten (10) calendar days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor having been so givenmailed, such defaulted interest Defaulted Interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered Noteholders of record at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityDate.

Defaulted Interest. If the Company defaults Issuers (and, prior to the Escrow Release Date, the Escrow Issuers) default in a payment of interest on the SecuritiesNotes, the Company they shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities in any lawful manner plus, to the extent lawful) , interest payable on the defaulted interest to the Persons who are Holders on a subsequent special record date, in any lawful mannereach case at the rate provided in the Notes and in Section 4.01 hereof. The Company Issuers (and, prior to the Escrow Release Date, the Escrow Issuers) shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company Issuers (and, prior to the Escrow Release Date, the Escrow Issuers) shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection 2.12. Thereupon The Issuers (and, prior to the Trustee Escrow Release Date, the Escrow Issuers) shall fix a or cause to be fixed any such special record date (the “Special Record Date”) for the and payment of date; provided that no such defaulted interest, which special record date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed paymentrelated payment date for such defaulted interest. The Trustee Issuers (and, prior to the Escrow Release Date, the Escrow Issuers) shall promptly notify the Company Trustee of any such Special Record special record date. At least 15 days before any such special record date, the Issuers (and, prior to the Escrow Release Date, and the Escrow Issuers, or, upon the written request of the Issuers or the Escrow Issuers, as applicable, the Trustee in the name and at the expense of the CompanyIssuers and the Escrow Issuers, respectively) shall mail or cause to be mailed, first-class postage prepaid, or otherwise deliver in accordance with the Applicable Procedures, to each Holder, with a copy to the Trustee, a notice of at his or her address as it appears in the proposed Note Register that states the special record date, the related payment date and the amount of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trusteepaid. Subject to the foregoing provisions of this SectionSection 2.12 and for greater certainty, each Security Note delivered under this Indenture upon registration of, of transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityNote.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities Notes to the extent lawful) in any lawful manner. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Notes and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a record date (the “Special Record Date”) for the payment of such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities Notes (or their respective predecessor SecuritiesNotes) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security Note delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityNote.

Defaulted Interest. If Any interest on any Security which is payable, but is not punctually paid or duly provided for, on any interest payment date ("DEFAULTED INTEREST"), shall forthwith cease to be payable to the Holder on the relevant regular record date, and such Defaulted Interest may be paid by the Company defaults in a as follows. The Company may elect to make payment of interest on any Defaulted Interest to the Securities, Persons in whose names the Company shall pay the defaulted interest (plus interest on such defaulted interest Securities are registered at the rate borne by close of business on a special record date for the Securities to payment of such Defaulted Interest, which shall be fixed in the extent lawful) in any lawful following manner. The Company shall notify the Trustee in writing of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest Defaulted Interest as in this clause section provided. Thereupon the Trustee Company shall fix a special record date (the “Special Record Date”) for the payment of such defaulted interest, Defaulted Interest which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment, and notify the Trustee thereof. The Trustee shall promptly notify the Company of such Special Record Dateshall, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date special record date therefor to be given in the manner provided for in to each Holder of Securities pursuant to Section 13.0212.2, not less than 10 days prior to such Special Record Datespecial record date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date special record date therefor having been so givenmailed, such defaulted interest Defaulted Interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payablespecial record date. The Alternatively, the Company may elect to make payment of any defaulted interest Defaulted Interest on the Securities in any other lawful manner not inconsistent with the requirements of any securities exchange on which the such Securities may be listed, and upon any such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clausesection, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.1(i) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults Issuers default in a payment of interest on the SecuritiesNotes, the Company they shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities in any lawful manner plus, to the extent lawful) , interest payable on the defaulted interest to the Persons who are Holders of Notes on a subsequent special record date (except that a special record date shall not be required with respect to payments made within an applicable grace period), in any lawful mannereach case at the rate provided in the Notes and in Section 4.01 hereof. The Company Issuers shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company Issuers shall deposit with the Trustee Trustee, an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee Trustee, for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection 2.12. Thereupon the Trustee The Issuers shall fix a or cause to be fixed each such special record date (the “Special Record Date”) for the and payment of date; provided that no such defaulted interest, which special record date shall be not more than 15 days and not less than 10 ten (10) days prior to the Special Interest Payment Date and not less than 10 days after the receipt by related payment date for such defaulted interest. The Issuers shall notify the Trustee of such special record date promptly, and in any event at least 20 days before such special record date. At least 15 days before the notice special record date, the Issuers (or, upon the written request of the proposed payment. The Trustee shall promptly notify Issuers, the Company of such Special Record DateTrustee, and in the name and at the expense of the CompanyIssuers) shall transmit or cause to be transmitted to each Holder a notice at his or her address as it appears in the Note Register that states the special record date, shall cause notice of the proposed related payment date and the amount of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payablepaid. The Company may make payment of Trustee will have no duty whatsoever to determine whether any defaulted interest is payable, the amount thereof, or the method employed in calculating any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trusteedefaulted interest. Subject to the foregoing provisions of this Section‎‎Section 2.12 and for greater certainty, each Security Note delivered under this Indenture upon registration of, of transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityNote.

Defaulted Interest. If the Company Issuer defaults in on a payment of interest on the Securitiesa series of Securities on any Interest Payment Date, the Company Issuer shall pay the defaulted interest (plus interest on such defaulted interest at the rate then borne by the such series of Securities plus (to the extent lawfulpermitted by law) any interest payable on the defaulted interest, in any lawful manner. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”), and at the same time the Company shall deposit accordance with the Trustee an amount of money equal terms hereof, to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix who are Holders thereof on a subsequent special record date (the “Special Record Date”) for the payment of such defaulted interestdate, which date shall be not more than 15 days and not less than 10 days at least five Business Days prior to the Special Interest Payment Date payment date. If such default continues for thirty (30) days, the Issuer shall fix such special record date and not less than 10 payment date in a manner satisfactory to the Trustee. At least ten (10) days after before such special record date, the receipt by Issuer (or upon the Trustee written request of the notice of Issuer, the proposed payment. The Trustee shall promptly notify the Company of such Special Record DateTrustee, and in the name and at the expense of the CompanyIssuer) shall mail to each affected Holder a notice that states the special record date, shall cause notice of the proposed payment of such defaulted interest date and the Special Record Date amount of defaulted interest, and Special Interest Payment Date therefor interest payable on defaulted interest, if any, to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payablepaid. The Company Issuer may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements (if applicable) of any securities exchange on which the applicable series of Securities may be listedlisted and, and upon such notice as may be required by such exchange, if, after written notice given by the Company Issuer to the Trustee of the proposed payment pursuant to this clausesentence, such manner of payment shall be deemed practicable by the Trustee. Subject If the Issuer elects for the Trustee to send such notice to the foregoing provisions Holders then the Issuer shall provide such notice to the Trustee at least ten (10) days (or such shorter time as may be agreed by the Trustee in its discretion) before such notice is required to be mailed to the Holders of this Sectionthe applicable series of Securities. Notwithstanding the foregoing, each Security delivered under this Indenture upon registration of, transfer any interest which is paid prior to the expiration of or the 30-day period set forth in exchange Section 6.01(1) shall be paid to Holders of such series of Securities as of the record date for or in lieu of any other Security shall carry the rights to Interest Payment Date for which interest accrued and unpaid, and to accrue, which were carried by such other Securityhas not been paid.

Defaulted Interest. If Interest on any Note which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the Company defaults Person in a payment whose name that Note is registered at the close of business on the Regular Record Date for such interest. Any interest on the Securitiesany Note which is payable, the Company shall pay the defaulted interest (plus but is not punctually paid or duly provided for, on any Interest Payment Date and interest on such defaulted interest at the applicable interest rate borne by the Securities Notes, to the extent lawfullawful (such defaulted interest (and interest thereon) herein collectively called “Defaulted Interest”) shall forthwith cease to be payable to the Holder on the relevant Regular Record Date by virtue of having been such Holder; and such Defaulted Interest shall be paid by the Company to the Persons in any lawful whose names the Notes are registered at the close of business on a Special Record Date for the payment of such Defaulted Interest, which shall be fixed in the following manner. The Company shall notify give the Trustee in writing at least 15 days’ written notice (unless a shorter period is acceptable to the Trustee for its convenience) of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held by the Trustee in trust for the benefit of the Persons entitled to such defaulted interest Defaulted Interest as is provided in this clause providedSection 2.12. Thereupon the Trustee shall fix a record date (the “Special Record Date”) Date for the payment of such defaulted interest, Defaulted Interest which date shall not be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date date of the proposed payment and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in . In the name and at the expense of the Company, the Trustee shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor to be given mailed, first-class postage prepaid (or transmitted electronically in accordance with applicable procedures of DTC), to each Holder at his address as it appears in the manner provided for in Section 13.02Registrar, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor having been so givenmailed, such defaulted interest Defaulted Interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) Notes are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the TrusteeDate. Subject to the foregoing provisions of this SectionSection 2.12, each Security Note delivered under this Indenture upon registration of, of transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued seemed and unpaid, and to accrue, which were carried by such other SecurityNote.

Defaulted Interest. If the Company defaults in a payment of interest on the Securities, the Company shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful manner. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a record date (the “Special Record Date”) for the payment of such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.0211.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest Defaulted Interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes (including interest payable in the form of Additional PIK Notes), the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) (i) any interest payable on the defaulted interest in any lawful mannercash and (ii) an additional amount equal to 2% per annum, computed on the basis of a 360-day year of twelve 30-day months and, in the case of a partial month, the actual number of days elapsed, in cash (the "Default Rate"), to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.1(i) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company Issuer defaults in a payment of interest on the SecuritiesNotes (and such nonpayment continues beyond the applicable grace period set forth in Section 6.01(2) hereof), the Company it shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities in any lawful manner plus, to the extent lawful) , interest payable on the defaulted interest, in any lawful mannereach case at the rate provided in the Notes and in Section 4.01 hereof. The Company Issuer may pay the defaulted interest to the Persons who are Holders on a subsequent special record date. The Issuer shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company Issuer shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection 2.12. Thereupon the The Trustee shall fix a or cause to be fixed any such special record date (the “Special Record Date”) for the and payment of date; provided that no such defaulted interest, which special record date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed paymentrelated payment date for such defaulted interest. The Trustee shall promptly notify the Company Issuer of any such Special Record Datespecial record date. At least 15 days before any such special record date, and the Issuer (or, upon the written request of the Issuer, the Trustee in the name and at the expense of the CompanyIssuer) will deliver or cause to be delivered to Holders a notice that states the special record date, shall cause notice the related payment date and the amount of such interest to be paid. The Issuer undertakes to promptly inform the Irish Stock Exchange (so long as the Notes are listed on the Official List of the proposed payment of such defaulted interest Irish Stock Exchange and admitted for trading on the Irish Stock Exchange’s Global Exchange Market and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice rules of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been Irish Stock Exchange so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securitiesrequire) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trusteespecial record date. Subject to the foregoing provisions of this SectionSection 2.12 and for greater certainty, each Security Note delivered under this Indenture upon registration of, of transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityNote.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities Notes to the extent lawful) in any lawful manner. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a record date (the “Special Record Date”) for the payment of such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities Notes (or their respective predecessor SecuritiesNotes) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this SectionSection 2.11, each Security Note delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityNote.

Defaulted Interest. If Interest on any Note which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the Company defaults Person in a payment whose name that Note is registered at the close of business on the Regular Record Date for such interest. Any interest on the Securitiesany Note which is payable, the Company shall pay the defaulted interest (plus but is not punctually paid or duly provided for, on any Interest Payment Date and interest on such defaulted interest at the applicable interest rate borne by the Securities Notes, to the extent lawfullawful (such defaulted interest (and interest thereon) herein collectively called "Defaulted Interest") shall forthwith cease to be payable to the Holder on the relevant Regular Record Date by virtue of having been such Holder; and such Defaulted Interest shall be paid by the Company to the Persons in any lawful whose names the Notes are registered at the close of business on a Special Record Date for the payment of such Defaulted Interest, which shall be fixed in the following manner. The Company shall notify give the Trustee in writing at least 15 days' written notice (unless a shorter period is acceptable to the Trustee for its convenience) of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held by the Trustee in trust for the benefit of the Persons entitled to such defaulted interest Defaulted Interest as in this clause subsection provided. Thereupon the Trustee shall fix a record date (the “Special Record Date”) Date for the payment of such defaulted interest, Defaulted Interest which date shall not be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date date of the proposed payment and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in . In the name and at the expense of the Company, the Trustee shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor to be given mailed, first-class postage prepaid, to each Holder at his address as it appears in the manner provided for in Section 13.02Registrar, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor having been so givenmailed, such defaulted interest Default Interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) Notes are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the TrusteeDate. Subject to the foregoing provisions of this Section, each Security Note delivered under this Indenture upon registration of, of transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityNote.

Defaulted Interest. If Any interest on any Note that is payable, but is not punctually paid or duly provided for, on the Company defaults dates and in a the manner provided in the Notes and this Indenture (all such interest herein called “Defaulted Interest”) shall forthwith cease to be payable to the Holder on the relevant Record Date by virtue of having been such Holder, and such Defaulted Interest may be paid by the Issuers, at its election in each case, as provided in clause (a) or (b) of this Section 2.12: The Issuers may elect to make payment of interest on any Defaulted Interest to the Securities, Persons in whose names the Company shall pay the defaulted interest (plus interest on such defaulted interest Notes are registered at the rate borne by close of business on a special record date for the Securities to payment of such Defaulted Interest, which shall be fixed in the extent lawful) in any lawful following manner. The Company Issuers shall notify the Trustee in writing of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall Issuers may deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest; or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest Defaulted Interest as provided in this clause providedclause. Thereupon In addition, the Trustee Issuers shall fix a special record date (the “Special Record Date”) for the payment of such defaulted interestDefaulted Interest, which such date shall to be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date proposed payment date and not less than 10 15 days after the receipt by the Trustee of the notice of the proposed paymentpayment date. The Trustee Issuers shall promptly but, in any event, not less than 15 days prior to the special record date, notify the Company Trustee of such Special Record Datespecial record date and, and in the name and at the expense of the CompanyIssuers, the Trustee shall cause notice of the proposed payment date of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date special record date therefor to be given mailed first-class, postage prepaid to each Holder as such Holder’s address appears in the manner provided for in Section 13.02Security Register, not less than 10 days prior to such Special Record Datespecial record date. Notice of the proposed payment date of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date special record date therefor having been so givenmailed, such defaulted interest Defaulted Interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) Notes are registered at the close of business on such Special Record Date special record date and shall no longer be payablepayable pursuant to Section 2.12(b). The Company Issuers may make payment of any defaulted interest Defaulted Interest on the Notes in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company Issuers to the Trustee of the proposed payment date pursuant to this clause, such manner of payment shall be deemed practicable by the Trusteereasonably practicable. Subject to the foregoing provisions of this SectionSection 2.12, each Security Note delivered under this Indenture upon registration of, of transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityNote.

Defaulted Interest. If Any installment of interest that is payable, but is not punctually paid or duly provided for on any Interest Payment Date (“Defaulted Interest”) shall forthwith cease to be payable to the Holders in whose names the Securities were registered on the Record Date applicable to such installment of interest. The Company defaults in a shall make payment of interest on the Securities, the Company shall pay the defaulted interest any Defaulted Interest (plus including any interest on such defaulted interest Defaulted Interest) to the Holders in whose names the Securities are registered at the rate borne by close of business on a special record date for the Securities to payment of such Defaulted Interest (a “Special Record Date”), which shall be fixed in the extent lawful) in any lawful following manner. The Company shall notify the Trustee in writing of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons Holders entitled to such defaulted interest Defaulted Interest as provided in this clause providedSection 11.03. Thereupon the Trustee shall fix a record date (the “Special Record Date”) Date for the payment of such defaulted interestDefaulted Interest, which date shall be not more than 15 calendar days and not less than 10 ten calendar days prior to the Special Interest Payment Date date of the proposed payment and not less than 10 ten calendar days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record DateDate and, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor to be given sent, first-class mail, postage prepaid, to each Holder at such Holder’s address as it appears in the manner provided for in Section 13.02registration books of the Registrar, not less than 10 ten calendar days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor having been so givenmailed as aforesaid, such defaulted interest Defaulted Interest shall be paid on the Special Interest Payment Date to the Persons Holders in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityDate.

Defaulted Interest. If the Company defaults Issuers default in a payment of interest on the SecuritiesNotes, the Company they shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) any interest payable on the defaulted interest, to the Holders thereof as of the original Record Date; provided, however, if such default in payment of interest continues for 30 days, the Issuers shall (in the case of Definitive Notes) establish a subsequent special Record Date, which date shall be the fifteenth day next preceding the date fixed by the Issuers for the payment of defaulted interest. If no special Record Date is required to be established pursuant to the immediately preceding sentence, (i) in the case of Definitive Notes, Holders of record on the original Record Date shall be entitled to such payment of defaulted interest and any lawful mannersuch interest payable on the defaulted interest and (ii) in the case of Global Notes, Holders on the Default Interest Payment Date (as defined in the next sentence) shall be entitled to such defaulted interest and any such interest payable on the defaulted interest. The Company Issuers shall notify the Trustee and the applicable Paying Agent in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the a “Special Default Interest Payment Date”), and at the same time the Company Issuers shall deposit with the Trustee or the applicable Paying Agent an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory no later than 10:00 a.m. London time, with respect to the Trustee for such deposit prior Sterling Notes, or 10:00 a.m. New York City time, with respect to the date of the U.S. Dollar Notes, on such proposed payment, such money when deposited Default Interest Payment Date with respect to defaulted interest to be held in trust for paid on the benefit Note. In the case of Definitive Notes, at least 15 days before the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a record date (the “Special subsequent special Record Date”) for , if applicable, the Issuers shall deliver to Holders in accordance with Section 11.01 a notice that states the subsequent special Record Date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, which date shall if any, to be not more than paid. In the case of Global Notes, at least 15 days and not less than 10 days prior to before the Special Default Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, the Issuers shall deliver to Holders in accordance with Section 11.01 a notice that states the Default Interest Payment Date, the payment date and in the name amount of defaulted interest, and at the expense of the Company, shall cause notice of the proposed payment of interest payable on such defaulted interest and the Special Record Date and Special Interest Payment Date therefor interest, if any, to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Securitypaid.

Defaulted Interest. If Interest on any Note which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the Company defaults Person in a payment whose name that Note is registered at the close of business on the Regular Record Date for such interest. Any interest on the Securitiesany Note which is payable, the Company shall pay the defaulted interest (plus but is not punctually paid or duly provided for, on any Interest Payment Date and interest on such defaulted interest at the applicable interest rate borne by the Securities Notes, to the extent lawfullawful (such defaulted interest (and interest thereon) herein collectively called "Defaulted Interest") shall forthwith cease to be payable to the Holder on the relevant Regular Record Date by virtue of having been such Holder; and such Defaulted Interest shall be paid by the Company to the Persons in any lawful whose names the Notes are registered at the close of business on a Special Record Date for the payment of such Defaulted Interest, which shall be fixed in the following manner. The Company shall notify give the Trustee in writing at least 15 days' written notice (unless a shorter period is acceptable to the Trustee for its convenience) of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held by the Trustee in trust for the benefit of the Persons entitled to such defaulted interest Defaulted Interest as in this clause subsection provided. Thereupon the Trustee shall fix a record date (the “Special Record Date”) Date for the payment of such defaulted interest, Defaulted Interest which date shall not be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date date of the proposed payment and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in . In the name and at the expense of the Company, the Trustee shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor to be given mailed, first-class postage prepaid, to each Holder at his address as it appears in the manner provided for in Section 13.02Registrar, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor having been so givenmailed, such defaulted interest Defaulted Interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) Notes are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the TrusteeDate. Subject to the foregoing provisions of this Section, each Security Note delivered under this Indenture upon registration of, of transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityNote.

Defaulted Interest. If the Company defaults in a payment of interest on the Securities, the Company shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful manner. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Default Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a record date (the “Special Default Interest Record Date”) for the payment of such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special Default Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Default Interest Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Default Interest Record Date and Special Default Interest Payment Date therefor to be given in the manner provided for in Section 13.0212.02, not less than 10 days prior to such Special Default Interest Record Date. Notice of the proposed payment of such defaulted interest and the Special Default Interest Record Date and Special Default Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Default Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Default Interest Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this SectionSection 2.11, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company -------- ------- deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, which date shall if any, to be not more than 15 days and not less than 10 days paid. Notwithstanding the foregoing, any interest that is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company shall pay interest on overdue principal, overdue premium, if any, and on overdue installments of interest (without regard to any applicable grace periods), to the extent lawful, from time to time on demand at the rate borne by the Notes plus 2%. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest amounts, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted amounts (collectively, "Default Interest"), to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of Default Interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest Default Interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Default Interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest Default Interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of Default Interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of such defaulted interestDefault Interest to be paid. Notwithstanding the foregoing, any Default Interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by -35- foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest Default Interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company shall pay interest on overdue installments of principal and interest (without regard to any applicable grace periods), to the extent lawful, from time to time on demand at the rate then borne by the Notes plus 2%; PROVIDED, that interest and principal payments paid into an escrow account held for the benefit of Persons entitled to receive distributions of Notes under Section 9.04 of the Plan shall not be deemed overdue and shall not accrue Default Interest. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of principal and interest on the SecuritiesNotes, the Company it shall pay the defaulted interest amounts, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted amounts (collectively, "Default Interest"), to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of Default Interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest Default Interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Default Interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest Default Interest as provided in this clause providedSection; PROVIDED, HOWEVER, that in no event shall the Company deposit monies proposed to be paid in respect of Default Interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of such defaulted interestDefault Interest to be paid. Notwithstanding the foregoing, any Default Interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest Default Interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) any interest payable on the defaulted interest, to the Holders thereof. If such default in payment of interest continues for 30 days, the Company shall (in the case of Definitive Notes) establish a subsequent special Record Date, which date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest. If no special Record Date is required to be established pursuant to the immediately preceding sentence, (i) in the case of Definitive Notes, Holders of record on the original Record Date shall be entitled to such payment of defaulted interest and any lawful mannersuch interest payable on the defaulted interest and (ii) in the case of Global Notes, Holders on the Default Interest Payment Date (as defined in the next sentence) shall be entitled to such payment of defaulted interest and any such interest payable on the defaulted interest. The Company shall notify the Trustee and Paying Agent in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the a “Special Default Interest Payment Date”), and at the same time the Company shall deposit with the Trustee or Paying Agent an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements reasonably satisfactory to the Trustee or Paying Agent for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause Section 2.13; provided. Thereupon , however, that in no event shall the Trustee shall fix a record date Company deposit monies proposed to be paid in respect of defaulted interest later than 10:00 a.m. London time (in relation to Euro Notes) or 10:00 a.m. New York time (in relation to Dollar Notes) on the “Special Record Date”) for the payment of such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special proposed Default Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such with respect to defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Note. In the case of Definitive Notes, at least 15 days before the subsequent special Record Date, if applicable, the Company shall publish in a leading newspaper having a general circulation in New York (which is expected to be The Wall Street Journal) and (if and so long as the Notes are listed on the Luxembourg Stock Exchange and/or the Irish Stock Exchange and the rules of such Stock Exchange shall so require) a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) and/or Dublin (which is expected to be the Irish Times), as the case may be, and, in addition to such publication, mail by first-class mail to each Holder’s registered address, with a copy to the Trustee, a notice that states the subsequent special Record Date, the payment date and the amount of defaulted interest. In the case of Global Notes, at least 15 days before the Default Interest Payment Date Date, the Company shall publish in a leading newspaper having a general circulation in New York (which is expected to be The Wall Street Journal) and (if and so long as the Notes are listed on the Luxembourg Stock Exchange and the rules of such stock exchange shall so require) a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) and (if and so long as the Notes are listed on the Irish Stock Exchange and the rules of such stock exchange shall so require) a leading newspaper having a general circulation in Dublin (which is expected to be the Irish Times), with a copy to the Persons in whose names Trustee, a notice that states the Securities (or their respective predecessor Securities) are registered at Default Interest Payment Date, the close payment date and the amount of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with to be paid. In addition (if and so long as the requirements Notes are listed on the Irish Stock Exchange and the rules of any securities such stock exchange on which the Securities may shall so require) copies of all notices transmitted to Holders shall be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company delivered to the Trustee Companies Announcement Office of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityIrish Stock Exchange.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) any interest payable on the defaulted interest, to the Holder thereof. If such default in payment of interest continues for 30 days, the Company shall (in the case of Definitive Notes) establish a subsequent special Record Date, which date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest. If no special Record Date is required to be established pursuant to the immediately preceding sentence, (i) in the case of Definitive Notes, Holders of record on the original Record Date shall be entitled to such payment of defaulted interest and any lawful mannersuch interest payable on the defaulted interest and (ii) in the case of Global Notes, Holders on the Default Interest Payment Date (as defined in the next sentence) shall be entitled to such defaulted interest and any such interest payable on the defaulted interest. The Company shall notify the Trustee and Paying Agent in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”a "DEFAULT INTEREST PAYMENT DATE"), and at the same time the Company shall deposit with the Trustee or Paying Agent an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee or Paying Agent for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the 44 Persons entitled to such defaulted interest as in this clause providedSection 2.13; PROVIDED, HOWEVER, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 10:00 a.m. New York City time on the Business Day immediately preceding the proposed Default Interest Payment Date with respect to defaulted interest to be paid on the Note. Thereupon In the Trustee shall fix a record date (case of Definitive Notes, at least 15 days before the “Special subsequent special Record Date”, if applicable, the Company shall publish in a leading newspaper having a general circulation in New York (which is expected to be THE WALL STREET JOURNAL) for and (if and so long as the Notes are listed on the Luxembourg Stock Exchange and the rules of such stock exchange shall so require) a leading newspaper having a general circulation in Luxembourg (which is expected to be the LUXEMBURGER WORT) and, in addition to such publication, mail by first-class mail to each Holder's registered address, with a copy to the Trustee, a notice that states the subsequent special Record Date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, which date shall if any, to be not more than paid. In the case of Global Notes, at least 15 days before the Default Interest Payment Date, the Company shall publish in a leading newspaper having a general circulation in New York (which is expected to be THE WALL STREET JOURNAL) and not less than 10 days prior (if and so long as the Notes are listed on the Luxembourg Stock Exchange and the rules of such stock exchange shall so require) in a leading newspaper having a general circulation in Luxembourg (which is expected to be the LUXEMBURGER WORT), with a copy to the Special Trustee, a notice that states the Default Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, the payment date and in the name amount of defaulted interest, and at the expense of the Company, shall cause notice of the proposed payment of interest payable on such defaulted interest and the Special Record Date and Special Interest Payment Date therefor interest, if any, to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Securitypaid.

Defaulted Interest. The Company will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are (i) Holders on a subsequent special record date, if it so elects, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day, or (ii) if the Company does not elect a special record date, Holders on the next Record Date, which payment shall be made on the next regular Interest Payment Date. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 10:30 a.m. New York City time on the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(i) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Issuers will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Issuers shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults Issuers default in a payment of interest on the SecuritiesNotes, the Company they shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Issuers for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company Issuers shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company Issuers shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section 2.12; provided, however, that in no event shall the Issuers deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Issuers shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Issuers, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 5.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company Issuers may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company Issuer defaults in a payment of interest on the SecuritiesNotes (and such nonpayment continues beyond the applicable grace period set forth in Section 6.01(2) hereof), the Company it shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities in any lawful manner plus, to the extent lawful) , interest payable on the defaulted interest, in any lawful mannereach case at the rate provided in the Notes and in Section 4.01 hereof. The Company Issuer may pay the defaulted interest to the Persons who are Holders on a subsequent special record date. The Issuer shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company Issuer shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection 2.12. Thereupon the The Trustee shall fix a or cause to be fixed any such special record date (the “Special Record Date”) for the and payment of date; provided that no such defaulted interest, which special record date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed paymentrelated payment date for such defaulted interest. The Trustee shall promptly notify the Company Issuer of any such Special Record Datespecial record date. At least 15 days before any such special record date, and the Issuer (or, upon the written request of the Issuer, the Trustee in the name and at the expense of the CompanyIssuer) will deliver or cause to be delivered to Holders a notice that states the special record date, shall cause notice of the proposed related payment date and the amount of such defaulted interest to be paid. The Issuer undertakes to promptly inform Euronext Dublin (so long as the Notes are listed on the Official List of Euronext Dublin and admitted for trading on the Global Exchange Market thereof and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice rules of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been Euronext Dublin so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securitiesrequire) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trusteespecial record date. Subject to the foregoing provisions of this SectionSection 2.12 and for greater certainty, each Security Note delivered under this Indenture upon registration of, of transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityNote.

Defaulted Interest. If the Company defaults in a payment of interest on the Securities, the Company shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful manner. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Default Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a record date (the “Special Default Interest Record Date”) for the payment of such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special Default Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Default Interest Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Default Interest Record Date and Special Default Interest Payment Date therefor to be given to Holders in the manner provided for in Section 13.0212.02, not less than 10 days prior to such Special Default Interest Record Date. Notice of the proposed payment of such defaulted interest and the Special Default Interest Record Date and Special Default Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Default Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Default Interest Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults in a payment When any installment of interest becomes Defaulted Interest, such installment shall forthwith cease to be payable to the Holders in whose names the Notes were registered on the Securities, the Company shall pay the defaulted interest Record Date applicable to such installment of interest. Defaulted Interest (plus including any interest on such defaulted Defaulted Interest) may be paid by the Company, at its election, as provided in Section 2.13(a) or Section 2.13(b). (a) The Company may elect to make payment of any Defaulted Interest (including any interest on such Defaulted Interest) to the Holders in whose names the Notes are registered at the rate borne by close of business on a special record date for the Securities to payment of such Defaulted Interest (a “Special Record Date”), which shall be fixed in the extent lawful) in any lawful following manner. The Company shall notify the Trustee in writing of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons Holders entitled to such defaulted interest Defaulted Interest as provided in this clause providedSection 2.13(a). Thereupon the Trustee shall fix a record date (the “Special Record Date”) Date for the payment of such defaulted interestDefaulted Interest, which date shall be not more than 15 calendar days and not less than 10 ten calendar days prior to the Special Interest Payment Date date of the proposed payment and not less than 10 ten calendar days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record DateDate and, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor to be given to each Holder in the manner provided for in accordance with Section 13.0210.1, not less than 10 ten calendar days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor having been so givengiven as aforesaid, such defaulted interest Defaulted Interest shall be paid on the Special Interest Payment Date to the Persons Holders in whose names the Securities (or their respective predecessor Securities) Notes are registered at the close of business on such Special Record Date and shall no longer be payablepayable pursuant to Section 2.13(b). The (b) Alternatively, the Company may make payment of any defaulted Defaulted Interest (including any interest on such Defaulted Interest) in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, Section 2.13(b) such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.Section 2.14

Defaulted Interest. The Issuers will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Issuers shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months. If the Company defaults Issuers default in a payment of interest on the SecuritiesNotes, the Company they shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Issuers for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company Issuers shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company Issuers shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Issuers deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Issuers shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Issuers, with a copy to the Trustee, a notice that states the subsequent special record date (date, the “Special Record Date”) for Default Interest Payment Date and the payment amount of defaulted interest, and interest payable on such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Dateif any, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in paid. Notwithstanding the manner provided for in Section 13.02foregoing, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted any interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.which

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) any interest payable on the defaulted interest, to the Holder thereof. If such default in payment of interest continues for 30 days, the Company shall (in the case of Definitive Notes) establish a subsequent special Record Date, which date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest. If no special Record Date is required to be established pursuant to the immediately preceding sentence, (i) in the case of Definitive Notes, Holders of record on the original Record Date shall be entitled to such payment of defaulted interest and any lawful mannersuch interest payable on the defaulted interest and (ii) in the case of Global Notes, Holders on the Default Interest Payment Date (as defined in the next sentence) shall be entitled to such payment of defaulted interest and any such interest payable on the defaulted interest. The Company shall notify the Trustee and Paying Agent in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”a "DEFAULT INTEREST PAYMENT DATE"), and at the same time the Company shall deposit with the Trustee or Paying Agent an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee or Paying Agent for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause providedSection 2.13; PROVIDED, HOWEVER, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 10:00 a.m. New York City time on the Business Day immediately preceding the proposed Default Interest Payment Date with respect to defaulted interest to be paid on the Note. Thereupon In the Trustee shall fix a record date (case of Definitive Notes, at least 15 days before the “Special subsequent special Record Date”, if applicable, the Company shall publish in a leading newspaper having a general circulation in New York (which is expected to be THE WALL STREET JOURNAL) for and (if and so long as the Notes are listed on the Luxembourg Stock Exchange and the rules of such stock exchange shall so require) a leading newspaper having a general circulation in Luxembourg (which is expected to be the LUXEMBURGER WORT) and, in addition to such publication, mail by first-class mail to each Holder's registered address, with a copy to the Trustee, a notice that states the subsequent special Record Date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, which date shall if any, to be not more than paid. In the case of Global Notes, at least 15 days before the Default Interest Payment Date, the Company shall publish in a leading newspaper having a general circulation in New York (which is expected to be THE WALL STREET JOURNAL) and not less than 10 days prior (if and so long as the Notes are listed on the Luxembourg Stock Exchange and the rules of such stock exchange shall so require) a leading newspaper having a general circulation in Luxembourg (which is expected to be the LUXEMBURGER WORT), with a copy to the Special Trustee, a notice that states the Default Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, the payment date and in the name amount of defaulted interest, and at the expense of the Company, shall cause notice of the proposed payment of interest payable on such defaulted interest and the Special Record Date and Special Interest Payment Date therefor interest, if any, to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Securitypaid.

Defaulted Interest. The Company shall pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 10:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 10-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.ARTICLE THREE

Defaulted Interest. LNR shall pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. LNR shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company LNR defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by LNR for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company LNR shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the a “Special Default Interest Payment Date”), and at the same time the Company LNR shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall LNR deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the subsequent special record date, LNR shall mail (or cause to be mailed) to each Holder, as of a recent date selected by LNR, with a copy to the Trustee shall fix at least 20 days prior to such special record date, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.1 (i) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Dateforegoing, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company LNR may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company shall pay interest on overdue principal from time to time on demand at the applicable rate of interest then borne by the Securities. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) at the rate of interest then borne by the Securities. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the Securities, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest to the Persons who are Holders on a subsequent special record date, which date shall be the fifteenth day preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest ---------------- Payment Date”"), and at the same time the Company shall deposit with the Trustee ------------ an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 10:00 a.m., Eastern Time, on the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail to each Holder, with a copy to the Trustee, a notice that states the subsequent special record date (date, the “Special Record Date”) for Default Interest Payment Date and the payment amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(1) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, exchange if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clauseSection, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company eircom Funding defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) any interest payable on the defaulted interest, to the Holders thereof. If such default in payment of interest continues for 30 days, eircom Funding shall (in the case of Definitive Notes) establish a subsequent special Record Date, which date shall be the fifteenth day next preceding the date fixed by eircom Funding for the payment of defaulted interest. If no special Record Date is required to be established pursuant to the immediately preceding sentence, (i) in the case of Definitive Notes, Holders of record on the original Record Date shall be entitled to such payment of defaulted interest and any lawful mannersuch interest payable on the defaulted interest and (ii) in the case of Global Notes, Holders on the Default Interest Payment Date (as defined in the next sentence) shall be entitled to such payment of defaulted interest and any such interest payable on the defaulted interest. The Company eircom Funding shall notify the Trustee and Paying Agent in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the a “Special Default Interest Payment Date”), and at the same time the Company eircom Funding shall deposit with the Trustee or Paying Agent an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements reasonably satisfactory to the Trustee or Paying Agent for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause Section 2.13; provided. Thereupon , however, that in no event shall eircom Funding deposit monies proposed to be paid in respect of defaulted interest later than 10:00 a.m. London time (in relation to Euro Notes) or 10:00 a.m. New York time (in relation to Dollar Notes) on the Trustee shall fix a record date (the “Special Record Date”) for the payment of such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special proposed Default Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such with respect to defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Note. In the case of Definitive Notes, at least 15 days before the subsequent special Record Date, if applicable, eircom Funding shall publish in a leading newspaper having a general circulation in New York (which is expected to be The Wall Street Journal) and (if and so long as the Notes are listed on the Luxembourg Stock Exchange and/or the Irish Stock Exchange and the rules of such Stock Exchange shall so require) a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) and/or Dublin (which is expected to be the Irish Times), as the case may be, and, in addition to such publication, mail by first-class mail to each Holder’s registered address, with a copy to the Trustee, a notice that states the subsequent special Record Date, the payment date and the amount of defaulted interest. In the case of Global Notes, at least 15 days before the Default Interest Payment Date Date, eircom Funding shall publish in a leading newspaper having a general circulation in New York (which is expected to be The Wall Street Journal) and (if and so long as the Notes are listed on the Luxembourg Stock Exchange and the rules of such stock exchange shall so require) a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) and (if and so long as the Notes are listed on the Irish Stock Exchange and the rules of such stock exchange shall so require) a leading newspaper having a general circulation in Dublin (which is expected to be the Irish Times), with a copy to the Persons in whose names Trustee, a notice that states the Securities (or their respective predecessor Securities) are registered at Default Interest Payment Date, the close payment date and the amount of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with to be paid. In addition (if and so long as the requirements Notes are listed on the Irish Stock Exchange and the rules of any securities such stock exchange on which the Securities may shall so require) copies of all notices transmitted to Holders shall be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company delivered to the Trustee Companies Announcement Office of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityIrish Stock Exchange.

Defaulted Interest. The Issuer will pay interest on overdue principal from time to time on demand at a rate of fifteen (15.000%) percent per annum. The Issuer shall, to the extent lawful, pay interest on any overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at a rate of fifteen (15.000%) percent per annum. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company Issuer defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Issuer for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company Issuer shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the a “Special Default Interest Payment Date”), and at the same time the Company Issuer shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Issuer deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time or 10:00 a.m. Houston, Texas time, of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Issuer shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Issuer, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of such defaulted interest, and interest payable on such defaulted interest to be paid. Notwithstanding the foregoing, (a) any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.1(1) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Datebeen paid, and in (b) the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company Issuer may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults in on a payment of interest or any Additional Amounts on any series of Registered Securities, and so long as the SecuritiesTrustee deems the following procedure practicable, the Company shall pay the defaulted interest (plus interest and any Additional Amounts to Persons who are Holders of Registered Securities of such series on such defaulted interest at a subsequent special record date in the rate borne by the Securities to the extent lawful) in any lawful following manner. The Company shall notify fix the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a special record date (which shall be at least five days before the “Special Record Date”payment date) for the payment of such defaulted interest and any Additional Amounts on such Securities and the payment date for such defaulted interest, which date shall be not more than . At least 15 days before the special record date, the Trustee shall mail each Holder of Registered Securities a notice that states the special record date, the payment date and not less than 10 days prior the amount of defaulted interest and any Additional Amounts to be paid and such other information as the Trustee, in its discretion, deems appropriate, provided the Company has made arrangements satisfactory to the Special Interest Payment Date and not less than 10 days after Trustee for payment of the receipt aggregate amount to be paid on such payment date. On such payment date the Trustee shall pay out of funds provided by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and any Additional Amounts. In case a Bearer Security of any series is surrendered at the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice office or agency of the proposed payment Company maintained pursuant to Section 4.2 in a Place of Payment for such series in exchange for a Registered Security of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at series after the close of business at such office or agency on any special record date and before the opening of business at such office or agency on the related proposed date for payment of defaulted interest and any Additional Amounts, such Bearer Security shall be surrendered without the coupon relating to such proposed date of payment and defaulted interest and any Additional amounts will not be payable on such Special Record Date and shall no longer proposed date of payment in respect of the Registered Security issued in exchange for such Bearer Security, but will be payablepayable only to the Holder of such coupon on or after such payment date in accordance with the provisions of this Indenture. The Company may make payment of any pay defaulted interest and any Additional Amounts in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Securitymanner.

Defaulted Interest. If the Company Issuer defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Holder thereof on a subsequent special record date, which date shall be the fifteenth day next preceding the date fixed by the Issuer for the payment of defaulted interest. The Company Issuer shall promptly notify the Trustee and Paying Agent in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the a “Special Default Interest Payment Date”), and at the same time the Company Issuer shall deposit with the Trustee or Paying Agent an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee or Paying Agent for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause Section 2.13; provided. Thereupon , however, that in no event shall the Issuer deposit monies proposed to be paid in respect of defaulted interest later than 11:30 a.m. New York City time on the proposed Default Interest Payment Date with respect to defaulted interest to be paid on the Note; provided, further, however, and to the extent any such funds are received by the Trustee or the Paying Agent from the Issuer after 11:30 am, New York City time, on the due date, the Trustee shall fix use commercially reasonable efforts to make payment on the date of receipt but if payment cannot be made, such funds will be deemed deposited within one Business Day of receipt thereof and the Trustee shall proceed to make payment on such date from those funds. At least 15 days before the subsequent special record date, the Issuer shall mail to each Holder, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Dateif any, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Securitypaid.

Defaulted Interest. The Issuer will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Issuer shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company Issuer defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Issuer for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company Issuer shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”a "DEFAULT INTEREST PAYMENT DATE"), and at the same time the Company Issuer shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements reasonably satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection; PROVIDED, however, that in no event shall the Issuer deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Issuer shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Issuer, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company Issuer may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If Except as otherwise specified with respect to the Company defaults in a payment of Note, any interest on the Securitiesany Note that is payable, the Company but is not punctually paid or duly provided for, within 30 days following any applicable payment date (herein called "Defaulted Interest," which term shall pay the defaulted include any accrued and unpaid interest (plus interest that has accrued on such defaulted interest amount in accordance with paragraph 1 of the Notes), shall forthwith cease to be payable to the registered Holder thereof on the relevant Regular Record Date by virtue of having been such Holder, and such Defaulted Interest may be paid by the Company, at its election in each case, as provided in clause (a) or (b) below. The Company may elect to make payment of any Defaulted Interest to the persons in whose names the Notes are registered at the rate borne by Close of Business on a Special Record Date for the Securities to payment of such Defaulted Interest, which shall be fixed in the extent lawful) in any lawful following manner. The Company shall notify the Trustee in writing of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (which shall not be less than 20 days after such notice is received by the “Special Interest Payment Date”Trustee), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons persons entitled to such defaulted interest Defaulted Interest as in this clause provided. Thereupon the Trustee shall fix a special record date (the “Special Record Date”) for the payment of such defaulted interest, Defaulted Interest which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date date of the proposed payment and not less than 10 days after the receipt by the Trustee of the notice of the proposed paymentpayment (the "Special Record Date"). The Trustee shall promptly notify the Company of such Special Record DateDate and, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor to be given in mailed, first-class postage prepaid, to each Holder of Notes at his address as it appears on the manner provided for in list of Noteholders maintained pursuant to Section 13.02, 2.05 not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor having been so givenmailed as aforesaid, such defaulted interest Defaulted Interest shall be paid on the Special Interest Payment Date to the Persons persons in whose names the Securities (or their respective predecessor Securities) Notes are registered at the close Close of business Business on such Special Record Date and shall no longer be payablepayable pursuant to the following clause (b). The Company may make payment of any defaulted interest Defaulted Interest on the Notes in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities such Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults in fails to make a payment of interest on the any series of Securities, the Company it shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities plus (to the extent lawful) any interest payable on the defaulted interest, in any lawful manner. It may elect to pay such defaulted interest, plus any such interest payable on it, to the Persons who are Holders of such Securities on which the interest is due on a subsequent special record date, which special record date shall be fixed in the following manner. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security of such series and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall deposit with the Trustee an amount of money in the currency or currency unit in which the Securities of such series are payable, equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause providedinterest. Thereupon the Trustee Company shall fix a special record date (the “Special Record Date”) for the payment of such defaulted interest, interest which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice date of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date special record date therefor to be given mailed, first-class postage prepaid, to each Holder of Securities of such series at the address as it appears in the manner provided for register of Securities referred to in Section 13.022.03, not less than 10 days prior to such Special Record Datespecial record date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date special record date therefor having been so givenmailed, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) of such series are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Securityspecial record date.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities Notes to the extent lawful) in any lawful manner. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a record date (the “Special Record Date”) for the payment of such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.0214.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities Notes (or their respective predecessor SecuritiesNotes) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this SectionSection 2.11, each Security Note delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityNote.

Defaulted Interest. If the Company defaults in a payment of interest on the Securities, the Company shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful manner. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a record date (the “Special Record Date”) for the payment of such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.0211.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company shall pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection; PROVIDED, HOWEVER, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 10-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.ARTICLE THREE

Defaulted Interest. If the Company defaults in a payment of interest or any Additional Amounts on the any series of Registered Securities, the Company shall pay the defaulted interest (plus interest and any Additional Amounts to Persons who are Holders of Registered Securities of such series on such defaulted interest at a subsequent special record date in the rate borne by the Securities to the extent lawful) in any lawful following manner. The Company shall notify fix the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a special record date (which shall be between 10 and 30 days before the “Special Record Date”payment date) for the payment of such defaulted interest and any Additional Amounts on such Securities and the payment date for such defaulted interest, which date shall be not more than . At least 15 days before the special record date, the Company shall mail each Holder of Registered Securities a notice that states the special record date, the payment date and not less than 10 days prior the amount of defaulted interest and any Additional Amounts to be paid, provided the Company has made arrangements satisfactory to the Special Interest Payment Date and not less than 10 days after Trustee for payment of the receipt aggregate amount to be paid on such payment date. On such payment date the Trustee shall pay out of funds provided by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and any Additional Amounts. In case a Bearer Security of any series is surrendered at the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice office or agency of the proposed payment Company maintained pursuant to Section 4.02 in a Place of Payment for such series in exchange for a Registered Security of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at series after the close of business at such office or agency on any special record date and before the opening of business at such office or agency on the related proposed date for payment of defaulted interest and any Additional Amounts, such Bearer Security shall be surrendered without the coupon relating to such proposed date of payment and defaulted interest and any Additional Amounts will not be payable on such Special Record Date and shall no longer proposed date of payment in respect of the Registered Security issued in exchange for such Bearer Security, but will be payablepayable only to the Holder of such coupon on or after such payment date in accordance with the provisions of this Indenture. The Company may make payment of any pay defaulted interest and any Additional Amounts in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Securitymanner.

Defaulted Interest. If the Company Issuer defaults in on a payment of interest on the Securitiesa series of Securities on any Interest Payment Date, the Company Issuer shall pay the defaulted interest (plus interest on such defaulted interest at the rate then borne by the such series of Securities plus (to the extent lawfulpermitted by law) any interest payable on the defaulted interest, in any lawful manner. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”), and at the same time the Company shall deposit accordance with the Trustee an amount of money equal terms hereof, to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix who are Holders thereof on a subsequent special record date (the “Special Record Date”) for the payment of such defaulted interestdate, which date shall be not more than 15 days and not less than 10 days at least five (5) Business Days prior to the Special Interest Payment Date payment date. If such default continues for thirty (30) days, the Issuer shall fix such special record date and not less than 10 payment date in a manner satisfactory to the Trustee. At least ten (10) days after before such special record date, the receipt by Issuer (or upon the Trustee written request of the notice of Issuer, the proposed payment. The Trustee shall promptly notify the Company of such Special Record DateTrustee, and in the name and at the expense of the CompanyIssuer) shall mail to each affected Holder a notice that states the special record date, shall cause notice of the proposed payment of such defaulted interest date and the Special Record Date amount of defaulted interest, and Special Interest Payment Date therefor interest payable on defaulted interest, if any, to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payablepaid. The Company Issuer may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements (if applicable) of any securities exchange on which the applicable series of Securities may be listedlisted and, and upon such notice as may be required by such exchange, if, after written notice given by the Company Issuer to the Trustee of the proposed payment pursuant to this clausesentence, such manner of payment shall be deemed practicable by the Trustee. Subject If the Issuer elects for the Trustee to send such notice to the foregoing provisions Holders, then the Issuer shall provide such notice to the Trustee at least ten (10) days (or such shorter time as may be agreed by the Trustee in its discretion) before such notice is required to be mailed to the Holders of this Sectionthe applicable series of Securities. Notwithstanding the foregoing, each Security delivered under this Indenture upon registration of, transfer any interest which is paid prior to the expiration of or the 30-day period set forth in exchange Section 6.01(1) shall be paid to Holders of such series of Securities as of the record date for or in lieu of any other Security shall carry the rights to Interest Payment Date for which interest accrued and unpaid, and to accrue, which were carried by such other Securityhas not been paid.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesTranche A Notes or the Tranche B Notes, the Company it shall pay the defaulted interest of such Notes, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest to the Holder thereof. The Company shall notify the Trustee and Paying Agent in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the a “Special Default Interest Payment Date”), and at the same time the Company shall deposit with the Trustee or Paying Agent an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee or Paying Agent for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause Section 2.12; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time on the proposed Default Interest Payment Date. Thereupon At least 30 days before the Trustee Default Interest Payment Date, the Company shall fix mail to each Holder of Notes of the applicable tranche and publish in a record date leading newspaper having a general circulation in New York (which is expected to be the “Special Record Date”Wall Street Journal) for (and so long as the payment Tranche A Notes or the Tranche B Notes, as applicable, are listed on the Luxembourg Stock Exchange and the rules of such Luxembourg Stock Exchange shall so require, a newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort)) or, in the case of Definitive Notes of a particular tranche, mail by first-class mail to each Holder’s registered address (and, so long as the Tranche A Notes or the Tranche B Notes are listed on the Luxembourg Stock Exchange and the rules of such Stock Exchange shall so require, publish in a newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort)), with a copy to the Trustee, a notice that states the Default Interest Payment Date and the amount of defaulted interest, and interest payable on such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Dateif any, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Securitypaid.

Defaulted Interest. If the Company defaults in a payment of interest on the Securities, the Company shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) to, in any lawful mannerthe case Definitive Securities, the Persons who are Securityholders on a subsequent special record date and, in the case of a Global Security, to the Holder thereof (but only in respect of the principal amount of such Global Security on such Exh. T3C-39 date), which date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest. The Company shall notify the Trustee and Paying Agent in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee or Paying Agent an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee or Paying Agent for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause Section 2.11; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 10:00 a.m. New York City time on the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix publish in a leading newspaper having a general circulation in New York (which is expected to be the Wall Street Journal) (and so long as the Securities are listed on the Luxembourg Stock Exchange and the rules of such Stock Exchange shall so require, a newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort)) or, in the case of Definitive Securities, mail by first-class mail to each Holder's registered address, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, which date if any, to be paid. Such notice shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to also be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent accordance with the applicable requirements of any other securities exchange on which the Securities may be are listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company shall pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection; PROVIDED, HOWEVER, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time on the proposed Default Interest Payment Date. Thereupon The Company shall, with the Trustee shall Trustee's consent, fix a or cause to be fixed each such special record date and payment date. At least 15 days before the special record date, the Company shall mail (or cause to be mailed) to each Holder, as of a recent date selected by the “Special Record Date”) for Company, with a copy to the Trustee, a notice that states the special record date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 10-day period set forth in Section 6.1(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.ARTICLE THREE

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”a "DEFAULT INTEREST PAYMENT DATE"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection; PROVIDED, HOWEVER, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(1) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company shall pay interest on overdue principal from time to time on demand at the rate of interest borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest borne by the Notes. All such interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the subsequent special record date, the Company shall mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee shall fix at least 20 days prior to such special record date, a notice that states the subsequent special record date (date, the “Special Record Date”) for Default Interest Payment Date and the payment amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 5.01(1) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.ARTICLE THREE

Defaulted Interest. The Company will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company they shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities Default Rate to the extent lawful) in any lawful manner. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a record date (the “Special Record Date”) for the payment of such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities Notes (or their respective predecessor SecuritiesNotes) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this SectionSection 2.11, each Security Note delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityNote.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) any interest payable on the defaulted interest, to the Holder thereof. If such default in payment of interest continues for 30 days, the Company shall (in the case of Definitive Notes) establish a subsequent special Record Date, which date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest. If no special Record Date is required to be established pursuant to the immediately preceding sentence, (i) in the case of Definitive Notes, Holders of record on the original Record Date shall be entitled to such payment of defaulted interest and any lawful mannersuch interest payable on the defaulted interest and (ii) in the case of Global Notes, Holders on the Default Interest Payment Date (as defined in the next sentence) shall be entitled to such defaulted interest and any such interest payable on the defaulted interest. The Company shall notify the Trustee and Paying Agent in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”a "DEFAULT INTEREST PAYMENT DATE"), and at the same time the Company shall deposit with the Trustee or Paying Agent an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee or Paying Agent for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause providedSection 2.13; PROVIDED, HOWEVER, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 10:00 a.m. London time on the Business Day immediately preceding the proposed Default Interest Payment Date with respect to defaulted interest to be paid on the Note. Thereupon In the Trustee shall fix a record date (case of Definitive Notes, at least 15 days before the “Special subsequent special Record Date”, if applicable, the Company shall publish in a leading newspaper having a general circulation in New York (which is expected to be THE WALL STREET JOURNAL) for and (if and so long as the Notes are listed on the Luxembourg Stock Exchange and the rules of such stock exchange shall so require) a leading newspaper having a general circulation in Luxembourg (which is expected to be the LUXEMBURGER WORT) and, in addition to such publication, mail by first-class mail to each Holder's registered address, with a copy to the Trustee, a notice that states the subsequent special Record Date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, which date shall if any, to be not more than paid. In the case of Global Notes, at least 15 days before the Default Interest Payment Date, the Company shall publish in a leading newspaper having a general 45 circulation in New York (which is expected to be THE WALL STREET JOURNAL) and not less than 10 days prior (if and so long as the Notes are listed on the Luxembourg Stock Exchange and the rules of such stock exchange shall so require) a leading newspaper having a general circulation in Luxembourg (which is expected to be the LUXEMBURGER WORT), with a copy to the Special Trustee, a notice that states the Default Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, the payment date and in the name amount of defaulted interest, and at the expense of the Company, shall cause notice of the proposed payment of interest payable on such defaulted interest and the Special Record Date and Special Interest Payment Date therefor interest, if any, to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Securitypaid.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”a "DEFAULT INTEREST PAYMENT DATE"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection; PROVIDED, HOWEVER, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.1(i) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If Interest and Liquidated Damages, if any, on any Note which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the Company defaults Person in a payment whose name that Note is registered at the close of interest business on the SecuritiesRegular Record Date for such interest. Any interest and Liquidated Damages, the Company shall pay the defaulted interest (plus if any, on any Note which is payable, but is not punctually paid or duly provided for, on any Interest Payment Date and interest on such defaulted interest and Liquidated Damages, if any, at the applicable interest rate borne by the Securities Notes, to the extent lawfullawful (such defaulted interest and Liquidated Damages, if any (and interest thereon) herein collectively called "DEFAULTED INTEREST") shall forthwith cease to be payable to the Holder on the relevant Regular Record Date by virtue of having been such Holder; and such Defaulted Interest shall be paid by the Company to the Persons in any lawful whose names the Notes are registered at the close of business on a Special Record Date for the payment of such Defaulted Interest, which shall be fixed in the following manner. The Company shall notify give the Trustee in writing at least 15 days' written notice (unless a shorter period is acceptable to the Trustee for its convenience) of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held by the Trustee in trust for the benefit of the Persons entitled to such defaulted interest Defaulted Interest as in this clause subsection provided. Thereupon the Trustee shall fix a record date (the “Special Record Date”) Date for the payment of such defaulted interest, Defaulted Interest which date shall not be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date date of the proposed payment and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.proposed

Defaulted Interest. If the Company defaults in fails to make a payment of interest on the Securities, the Company it shall pay such interest, plus interest payable on the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) permitted by law), to the persons who are Holders on a subsequent special record date (the "Special Record Date"), which shall be fixed in any lawful the following manner. The : the Company shall notify the Trustee in writing of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (which shall be at least 40 days from the “Special Interest Payment Date”date of such notice), and at the same time the Company shall deposit with the Trustee an amount of money cash equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money cash when deposited to be held in trust for the benefit of the Persons persons entitled to such defaulted interest Defaulted Interest as in this clause provided. Thereupon the Trustee shall fix a record date (the “Special Record Date”) Date for the payment of such defaulted interest, Defaulted Interest which date shall be not more than 15 days and not or less than 10 days prior to the Special Interest Payment Date date of the proposed payment and not less than 10 15 days after the receipt by of the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record DateDate and, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor to be given mailed, first-class postage prepaid, to each Holder at his address as it appears in the manner provided for in Section 13.02register, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor having been so givenmailed as aforesaid, such defaulted interest Defaulted Interest shall be paid on the Special Interest Payment Date to the Persons persons in whose names the Securities (or their respective predecessor Securities) are registered at as of the close of business on such Special Record Date and shall Date. Notwithstanding the foregoing, no longer be payable. The Company may make such payment of any defaulted interest in any other lawful manner not inconsistent with Defaulted Interest shall affect the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee status of the proposed payment pursuant failure to this clause, such manner pay interest when due as an Event of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered Default under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecuritySection 6.01.

Defaulted Interest. If Interest on any Note which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the Company defaults Person in a payment whose name that Note is registered at the close of business on the Regular Record Date for such interest. Any interest on the Securitiesany Note which is payable, the Company shall pay the defaulted interest (plus but is not punctually paid or duly provided for, on any Interest Payment Date and interest on such defaulted interest at the applicable interest rate borne by the Securities Notes, to the extent lawfullawful (such defaulted interest (and interest thereon) herein collectively called "Defaulted Interest") shall forthwith cease to be payable to the Holder on the relevant Regular Record Date by virtue of having been such Holder; and such Defaulted Interest shall be paid by the Company to the Persons in any lawful whose names the Notes are registered at the close of business on a Special Record Date for the payment of such Defaulted Interest, which shall be fixed in the following manner. The Company shall notify give the Trustee in writing at least 15 days' written notice (unless a shorter period is acceptable to the Trustee for its convenience) of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held by the Trustee in trust for the benefit of the Persons entitled to such defaulted interest Defaulted Interest as is provided in this clause providedSection 2.12. Thereupon the Trustee shall fix a record date (the “Special Record Date”) Date for the payment of such defaulted interest, Defaulted Interest which date shall not be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date date of the proposed payment and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in . In the name and at the expense of the Company, the Trustee shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02mailed, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. first-class Subject to the foregoing provisions of this SectionSection 2.12, each Security Note delivered under this Indenture upon registration of, of transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityNote.

Defaulted Interest. If the Company defaults in a payment of interest or any Additional Amounts on any series of Registered Securities, and so long as the SecuritiesTrustee deems the following procedure practicable, the Company shall pay the defaulted interest (plus interest and any Additional Amounts to Persons who are Holders of Registered Securities of such series on such defaulted interest at a subsequent special record date in the rate borne by the Securities to the extent lawful) in any lawful following manner. The Company shall notify fix the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a special record date (which shall be at least five days before the “Special Record Date”payment date) for the payment of such defaulted interest and any Additional Amounts on such Securities and the payment date for such defaulted interest, which date shall be not more than . At least 15 days before the special record date, the Company (or the Trustee) shall mail each Holder of Registered Securities a notice that states the special record date, the payment date and not less than 10 days prior the amount of defaulted interest and any Additional Amounts to be paid, provided the Company has made arrangements satisfactory to the Special Interest Payment Date and not less than 10 days after Trustee for payment of the receipt aggregate amount to be paid on such payment date. On such payment date the Trustee shall pay out of funds provided by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and any Additional Amounts. In case a Bearer Security of any series is surrendered at the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice office or agency of the proposed payment Company maintained pursuant to Section 4.2 in a Place of Payment for such series in exchange for a Registered Security of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at series after the close of business at such office or agency on any special record date and before the opening of business at such office or agency on the related proposed date for payment of defaulted interest and any Additional Amounts, such Bearer Security shall be surrendered without the coupon relating to such proposed date of payment and defaulted interest and any Additional Amounts will not be payable on such Special Record Date and shall no longer proposed date of payment in respect of the Registered Security issued in exchange for such Bearer Security, but will be payablepayable only to the Holder of such coupon on or after such payment date in accordance with the provisions of this Indenture. The Company may make payment of any pay defaulted interest and any Additional Amounts in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Securitymanner.

Defaulted Interest. The Company will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are (1) Holders on a subsequent special record date, if it so elects, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day, or (2) if the Company does not elect a special record date, Holders on the next Record Date, which payment shall be made on the next regular Interest Payment Date. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the a “Special Default Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 10:30 a.m. New York City time on the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(1) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Issuer will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Issuer shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company Issuer defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Issuer for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company Issuer shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the a “Special Default Interest Payment Date”), and at the same time the Company Issuer shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements reasonably satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Issuer deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Issuer shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Issuer, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company Issuer may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Issuers will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Issuers shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults Issuers default in a payment of interest on the SecuritiesNotes, the Company they shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Issuers for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company Issuers shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company Issuers shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Issuers deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Issuers shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Issuers, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company Issuers may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Issuer will pay interest on overdue principal from time to time on demand at 1% per annum in excess of the rate of interest then borne by the Notes. The Issuer shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at 1% per annum in excess of the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company Issuer defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are (i) Holders on a subsequent special record date, if it so elects, which special record date shall be the fifteenth day next preceding the date fixed by the Issuer for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day, or (ii) if the Issuer does not elect a special record date, Holders on the next Record Date, which payment shall be made on the next regular Interest Payment Date. The Company Issuer shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company Issuer shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Issuer deposit monies proposed to be paid in respect of defaulted interest later than 10:30 a.m. New York City time on the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Issuer shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Issuer, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company Issuer may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults in a payment of interest on Except as otherwise specified with respect to the Securities, the Company any interest on any Security that is payable, but is not punctually paid or duly provided for, within 30 days following any applicable payment date (herein called “Defaulted Interest”, which term shall pay the defaulted include any accrued and unpaid interest (plus interest that has accrued on such defaulted interest amount in accordance with paragraph 1 of the Securities), shall forthwith cease to be payable to the registered Holder thereof on the relevant Regular Record Date or accrual date, as the case may be, by virtue of having been such Holder, and such Defaulted Interest may be paid by the Company, at its election in each case, as provided in clause (1) or (2) below: The Company may elect to make payment of any Defaulted Interest to the persons in whose names the Securities are registered at the rate borne by close of business on a special record date for the Securities to payment of such Defaulted Interest, which shall be fixed in the extent lawful) in any lawful following manner. The Company shall notify the Trustee in writing of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (which shall not be less than 20 days after such notice is received by the “Special Interest Payment Date”Trustee), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons persons entitled to such defaulted interest Defaulted Interest as in this clause provided. Thereupon the Trustee shall fix a special record date (the “Special Record Date”) for the payment of such defaulted interest, Defaulted Interest which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date date of the proposed payment and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record DateDate and, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor to be given in mailed, first-class postage prepaid, to each Holder of Securities at his address as it appears on the manner provided for in list of Securityholders maintained pursuant to Section 13.02, 2.05 not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor having been so givenmailed as aforesaid, such defaulted interest Defaulted Interest shall be paid on the Special Interest Payment Date to the Persons persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payablepayable pursuant to the following clause (2). The Company may make payment of any defaulted interest Defaulted Interest on the Securities in any other lawful manner not inconsistent with the requirements of any securities exchange on which the such Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults in a payment of interest on Except as otherwise specified with respect to the Securities, the Company any interest on any Security that is payable, but is not punctually paid or duly provided for, within 30 days following any applicable payment date (herein called "Defaulted Interest", which term shall pay the defaulted include any accrued and unpaid interest (plus interest that has accrued on such defaulted interest amount in accordance with paragraph 1 of the Securities), shall forthwith cease to be payable to the registered Holder thereof on the relevant Regular Record Date or accrual date, as the case may be, by virtue of having been such Holder, and such Defaulted Interest may be paid by the Company, at its election in each case, as provided in clause (1) or (2) below: The Company may elect to make payment of any Defaulted Interest to the persons in whose names the Securities are registered at the rate borne by close of business on a special record date for the Securities to payment of such Defaulted Interest, which shall be fixed in the extent lawful) in any lawful following manner. The Company shall notify the Trustee in writing of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (which shall not be less than 25 days after such notice is received by the “Special Interest Payment Date”Trustee), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons persons entitled to such defaulted interest Defaulted Interest as in this clause provided. Thereupon the Trustee shall fix a special record date (the “"Special Record Date”") for the payment of such defaulted interest, Defaulted Interest which date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date date of the proposed payment and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record DateDate and, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor to be given in mailed, first-class postage prepaid, to each Holder of Securities at his address as it appears on the manner provided for in list of Securityholders maintained pursuant to Section 13.02, 2.05 not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date therefor having been so givenmailed as aforesaid, such defaulted interest Defaulted Interest shall be paid on the Special Interest Payment Date to the Persons persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payablepayable pursuant to the following clause (2). The Company may make payment of any defaulted interest Defaulted Interest on the Securities in any other lawful manner not inconsistent with the requirements of any securities exchange on which the such Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) any interest payable on the defaulted interest, to the Holder thereof. If such default in payment of interest continues for 30 days, the Company shall (in the case of Definitive Notes) establish a subsequent special Record Date, which date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest. If no special Record Date is required to be established pursuant to the immediately preceding sentence, (i) in the case of Definitive Notes, Holders of record on the original Record Date shall be entitled to such payment of defaulted interest and any lawful mannersuch interest payable on the defaulted interest and (ii) in the case of Global Notes, Holders on the Default Interest Payment Date (as defined in the next sentence) shall be entitled to such defaulted interest and any such interest payable on the defaulted interest. The Company shall notify the Trustee and Paying Agent in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the a “Special Default Interest Payment Date”), and at the same time the Company shall deposit with the Trustee or Paying Agent an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee or Paying Agent for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause Section 2.13; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 10:00 a.m. New York City time on the Business Day immediately preceding the proposed Default Interest Payment Date with respect to defaulted interest to be paid on the Note. Thereupon In the Trustee shall fix a record date (case of Definitive Notes, at least 15 days before the “Special subsequent special Record Date”) for , if applicable, the Company shall deliver to Holders in accordance with Section 11.2 a notice that states the subsequent special Record Date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, which date shall if any, to be not more than paid. In the case of Global Notes, at least 15 days and not less than 10 days prior to before the Special Default Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify Date, the Company of such Special Record shall deliver to Holders in accordance with Section 11.2 a notice that states the Default Interest Payment Date, the payment date and in the name amount of defaulted interest, and at the expense of the Company, shall cause notice of the proposed payment of interest payable on such defaulted interest and the Special Record Date and Special Interest Payment Date therefor interest, if any, to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Securitypaid.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Indenture Trustee and Paying Agent in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Indenture Trustee or Paying Agent an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Indenture Trustee or Paying Agent for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause Section provided; provided that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 10:00 a.m. New York time on the proposed Default Interest Payment Date. Thereupon At least 10 days before the subsequent special record date, the Company shall mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Indenture Trustee shall fix and Paying Agent, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(b) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time on the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail to each Holder, with a copy to the Trustee, a notice that states the subsequent special record date (date, the “Special Record Date”) for Default Interest Payment Date and the payment amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(1) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify foregoing, the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may 49 -41- make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, exchange if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clauseSection, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are (i) Holders on a subsequent special record date, if it so elects, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding 51 - 43 - Business Day if such date is not a Business Day, or (ii) if the Company does not elect a special record date, Holders on the next Record Date, which payment shall be made on the next regular Interest Payment Date. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 10:30 a.m. New York City time on the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(i) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company shall pay interest on overdue principal from time to time on demand at the rate of interest borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest borne by the Notes. All such interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the subsequent special record date, the Company shall mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee shall fix at least 20 days prior to such special record date, a notice that states the subsequent special record date (date, the “Special Record Date”) for Default Interest Payment Date and the payment amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.1(1) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Issuer will pay interest on overdue principal from time to time on demand at a rate of two percentage points per annum in excess of the rate of interest then borne by the Notes. The Issuer shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at a rate of two percentage points per annum in excess of the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company Issuer defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Issuer for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company Issuer shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the a “Special Default Interest Payment Date”), and at the same time the Company Issuer shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Issuer deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Issuer shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Issuer, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, (a) any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.1(1) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Datebeen paid, and in (b) the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company Issuer may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If Any interest on any Note that is payable, but is not punctually paid or duly provided for, on any Interest Payment Date (herein called "Defaulted Interest") shall forthwith cease to be payable to the holder on the relevant Regular Record Date by virtue of having been such holder; and such Defaulted Interest shall be paid by the Company, at its election, as provided in clause (a) or clause (b) below: (a) The Company defaults in a may make payment of interest any Defaulted Interest on Notes to the Securities, the Company shall pay the defaulted interest Persons in whose names such Notes (plus interest on such defaulted interest or their respective Predecessor Notes) are registered at the rate borne by close of business on a special record date for the Securities to payment of such Defaulted Interest, which shall be fixed in the extent lawful) in any lawful following manner. The : the Company shall notify the Trustee in writing of the amount of defaulted interest Defaulted Interest proposed to be paid on each Security such Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest Defaulted Interest as in this clause provided. Thereupon the Trustee shall fix a special record date (the “Special Record Date”) for the payment of such defaulted interest, Defaulted Interest which date shall not be not more than 15 days and not 30 nor less than 10 days prior to the Special Interest Payment Date date of the proposed payment and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Datespecial record date and, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date special record date therefor to be given mailed, first class postage prepaid, to each Noteholder at his or her address as it appears in the manner provided for in Section 13.02Security Register, not less than 10 days prior to such Special Record Datespecial record date. Notice of the proposed payment of such defaulted interest Defaulted Interest and the Special Record Date and Special Interest Payment Date special record date therefor having been so givenmailed as aforesaid, such defaulted interest Defaulted Interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities such Notes (or their respective predecessor SecuritiesPredecessor Notes) are registered at the close of business on such Special Record Date special record date and shall be no longer be payablepayable pursuant to the following clause (b). (b) The Company may make payment of any defaulted interest Defaulted Interest on any Notes in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities such Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecuritySECTION 2.13.

Defaulted Interest. The Company will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection; PROVIDED, HOWEVER, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time on the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail to each Holder, with a copy to the Trustee, a notice that states the subsequent special record date (date, the “Special Record Date”) for Default Interest Payment Date and the payment amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(1) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company shall pay interest on overdue principal from time to time on demand at the rate of interest borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest borne by the Notes. All such interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the a “Special Default Interest Payment Date”), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the subsequent special record date, the Company shall mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee shall fix at least 20 days prior to such special record date, a notice that states the subsequent special record date (date, the “Special Record Date”) for Default Interest Payment Date and the payment amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.1(1) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at on or prior to the same time date of the proposed payment the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed paymentinterest, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail to each Holder, with a copy to the Trustee, a notice that states the subsequent special record date (date, the “Special Record Date”) for Default Interest Payment Date and the payment amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(1) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecuritySECTION 2.13.

Defaulted Interest. The Company shall pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 10-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.ARTICLE THREE

Defaulted Interest. The Issuer will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Issuer shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company Issuer defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Issuer for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company Issuer shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company Issuer shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Issuer deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Issuer shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Issuer, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company Issuer may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange or market on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company shall pay interest on overdue principal from time to time on demand at the rate of interest borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest borne by the Notes. All such interest will be computed on the basis of a 360-day year and the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the subsequent special record date, the Company shall mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee shall fix at least 20 days prior to such special record date, a notice that states the subsequent special record date (date, the “Special Record Date”) for Default Interest Payment Date and the payment amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 5.01(1) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.ARTICLE THREE

Defaulted Interest. The Issuers will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Issuers shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults Issuers default in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Issuers for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company Issuers shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company Issuers shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Issuers deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Issuers shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Issuers, with a copy to the Trustee, a notice that states the subsequent special record date (date, the “Special Record Date”) for Default Interest Payment Date and the payment amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company Issuers may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular rec- ord date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection; PROVIDED, HOWEVER, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities in any lawful manner plus, to the extent lawful) , interest payable on the defaulted interest to the Persons who are Holders on a subsequent special record date, in any lawful mannereach case at the rate provided in the Notes and in Section 4.01 hereof. The Company shall notify the Trustee in writing in the form of an Officers’ Certificate of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection 2.12. Thereupon the The Trustee shall fix a or cause to be fixed each such special record date (the “Special Record Date”) for the and payment of date; provided that no such defaulted interest, which special record date shall be not more than 15 days and not less than 10 days prior to the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed paymentrelated payment date for such defaulted interest. The Trustee shall promptly notify the Company of such Special Record Datespecial record date. At least 15 days before the special record date, and the Company (or, upon the written request of the Company, the Trustee in the name and at the expense of the Company) shall send or cause to be sent by, shall cause first-class postage prepaid, or electronically in accordance with the Depositary’s procedures to each Holder a notice of at his or her address as it appears in the proposed register maintained by the Registrar that states the special record date, the related payment date and the amount of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trusteepaid. Subject to the foregoing provisions of this SectionSection 2.12 and for greater certainty, each Security Note delivered under this Indenture upon registration of, of transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityNote. The Trustee shall not at any time be under any duty or responsibility to any holder of Notes to determine the defaulted interest, or with respect to the nature, extent, or calculation of the amount of defaulted interest owed, or with respect to the method employed in such calculation of the defaulted interest.

Defaulted Interest. LNR will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. LNR shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months, and, in the case of a partial month, the actual number of days elapsed. If the Company LNR defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by LNR for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company LNR shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company LNR shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall LNR deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the subsequent special record date, LNR shall mail (or cause to be mailed) to each Holder, as of a recent date selected by LNR, with a copy to the Trustee shall fix at least 20 days prior to such special record date, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.1(i) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Dateforegoing, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company LNR may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. The Company shall pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay interest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30 day months, and, in the case of a partial month, the actual number of days elapsed. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section; provided, however, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time of the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company Issuer defaults in a payment of interest on the Securities, the Company Issuer shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful manner. The Company Issuer shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security and the date (not less than 30 days after such notice) of the proposed payment (the “Special Default Interest Payment Date”), and at the same time the Company Issuer shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as in this clause provided. Thereupon the Trustee shall fix a record date (the “Special Default Interest Record Date”) for the payment of such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special Default Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company Issuer of such Special Default Interest Record Date, and in the name and at the expense of the CompanyIssuer, shall cause notice of the proposed payment of such defaulted interest and the Special Default Interest Record Date and Special Default Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Default Interest Record Date. Notice of the proposed payment of such defaulted interest and the Special Default Interest Record Date and Special Default Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Default Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Default Interest Record Date and shall no longer be payableDate. The Company Issuer may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.

Defaulted Interest. If the Company defaults Issuers default in a payment of interest on the SecuritiesNotes, the Company they shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities in any lawful manner plus, to the extent lawful) , interest payable on the defaulted interest to the Persons who are Holders of Notes on a subsequent special record date (except that a special record date shall not be required with respect to payments made within an applicable grace period), in any lawful mannereach case at the rate provided in the Notes and in Section 4.01 hereof. The Company Issuers shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company Issuers shall deposit with the Trustee Trustee, an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee Trustee, for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection 2.12. Thereupon the Trustee The Issuers shall fix a or cause to be fixed each such special record date (the “Special Record Date”) for the and payment of date; provided that no such defaulted interest, which special record date shall be not more than 15 days and not less than 10 ten (10) days prior to the Special Interest Payment Date and not less than 10 days after the receipt by related payment date for such defaulted interest. The Issuers shall notify the Trustee of such special record date promptly, and in any event at least 20 days before such special record date. At least 15 days before the notice special record date, the Issuers (or, upon the written request of the proposed payment. The Trustee shall promptly notify Issuers, the Company of such Special Record DateTrustee, and in the name and at the expense of the CompanyIssuers) shall transmit or cause to be transmitted to each Holder a notice at his or her address as it appears in the Note Register that states the special record date, shall cause notice of the proposed related payment date and the amount of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payablepaid. The Company may make payment of Trustee will have no duty whatsoever to determine whether any defaulted interest is payable, the amount thereof, or the method employed in calculating any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trusteedefaulted interest. Subject to the foregoing provisions of this Section‎Section 2.12 and for greater certainty, each Security Note delivered under this Indenture upon registration of, of transfer of or in exchange for or in lieu of any other Security Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other SecurityNote.

Defaulted Interest. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) any interest payable on the defaulted interest, to the Holders thereof. If such default in payment of interest continues for 30 days, the Company shall (in the case of Definitive Notes) establish a subsequent special Record Date, which date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest. If no special Record Date is required to be established pursuant to the immediately preceding sentence, (i) in the case of Definitive Notes, Holders of record on the original Record Date shall be entitled to such payment of defaulted interest and any lawful mannersuch interest payable on the defaulted interest and (ii) in the case of Global Notes, Holders on the Default Interest Payment Date (as defined in the next sentence) shall be entitled to such payment of defaulted interest and any such interest payable on the defaulted interest. The Company shall notify the Trustee and Paying Agent in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the a “Special Default Interest Payment Date”), and at the same time the Company shall deposit with the Trustee or Paying Agent an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements reasonably satisfactory to the Trustee or Paying Agent for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause Section 2.13; provided. Thereupon , however, that in no event shall the Trustee shall fix a record date (Company deposit monies proposed to be paid in respect of defaulted interest later than 10:00 a.m. London time on the “Special Record Date”) for the payment of such defaulted interest, which date shall be not more than 15 days and not less than 10 days prior to the Special proposed Default Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such with respect to defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Note. In the case of Definitive Notes, at least 15 days before the subsequent special Record Date, if applicable, the Company shall publish, if and so long as the Notes are listed on the Luxembourg Stock Exchange and the rules of such stock exchange shall so require, in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) and, in addition to such publication, mail by first-class mail to each Holder’s registered address, with a copy to the Trustee, a notice that states the subsequent special Record Date, the payment date and the amount of defaulted interest. In the case of Global Notes, at least 15 days before the Default Interest Payment Date Date, the Company shall publish if and so long as the Notes are listed on the Luxembourg Stock Exchange and the rules of such stock exchange shall so require in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort), with a copy to the Persons in whose names Trustee, a notice that states the Securities (or their respective predecessor Securities) are registered at Default Interest Payment Date, the close payment date and the amount of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may to be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Securitypaid.

Defaulted Interest. If the Company defaults and the Guarantors default in a payment of interest on the SecuritiesNotes, the Company or any such Guarantor (to the extent of its obligations under its Note Guarantee) shall pay the defaulted interest (plus interest on such defaulted interest at the rate borne by the Securities in any lawful manner plus, to the extent lawful) , interest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which date shall be at the earliest practicable date but in any lawful mannerall events at least five Business Days prior to the payment date, in each case at the rate provided for with respect to the applicable Notes. The Company shall notify the Trustee and the Paying Agent in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special Interest Payment Date”)payment, and at the same time the Company shall deposit with the Trustee Paying Agent an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements as are satisfactory to the Trustee Paying Agent for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection 2.12. Thereupon The Company shall fix or cause to be fixed each such special record date and payment date, and shall, promptly thereafter, notify the Trustee shall fix a record date (and the “Special Record Date”) for the payment Paying Agent of any such defaulted interest, which date shall be not more than date. At least 15 days and not less than 10 days prior to before the Special Interest Payment Date and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify special record date, the Company of such Special Record Date(or the Common Depositary or Paying Agent, and as applicable, in the name of and at the expense of the Company) shall mail to Holders a notice that states the special record date, shall cause notice of the proposed related payment date and the amount of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payablepaid. The Company and the Guarantors may make payment of any pay defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Securitymanner.

Defaulted Interest. The Company will pay interest on overdue principal from time to time on demand at the rate of interest then borne by the Notes. The Company shall, to the extent lawful, pay in- terest on overdue installments of interest (without regard to any applicable grace periods) from time to time on demand at the rate of interest then borne by the Notes. Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months. If the Company defaults in a payment of interest on the SecuritiesNotes, the Company it shall pay the defaulted interest interest, plus (plus interest on such defaulted interest at the rate borne by the Securities to the extent lawful) in any lawful mannerinterest payable on the defaulted interest, to the Persons who are Holders on a subsequent special record date, which special record date shall be the fifteenth day next preceding the date fixed by the Company for the payment of defaulted interest or the next succeeding Business Day if such date is not a Business Day. The Company shall notify the Trustee in writing of the amount of defaulted interest proposed to be paid on each Security Note and the date (not less than 30 days after such notice) of the proposed payment (the “Special a "Default Interest Payment Date”"), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such defaulted interest or shall make arrangements satisfactory to the Trustee for such deposit on or prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such defaulted interest as provided in this clause providedSection; PROVIDED, HOWEVER, that in no event shall the Company deposit monies proposed to be paid in respect of defaulted interest later than 11:00 a.m. New York City time on the proposed Default Interest Payment Date. Thereupon At least 15 days before the Trustee subsequent special record date, the Company shall fix mail (or cause to be mailed) to each Holder, as of a recent date selected by the Company, with a copy to the Trustee, a notice that states the subsequent special record date (the “Special Record Date”) for date, the payment date and the amount of defaulted interest, and interest payable on such defaulted interest, if any, to be paid. Notwithstanding the foregoing, any interest which date shall be not more than 15 days and not less than 10 days is paid prior to the Special expiration of the 30-day period set forth in Section 6.01(a) shall be paid to Holders as of the regular record date for the Interest Payment Date and for which interest has not less than 10 days after been paid. Notwithstanding the receipt by foregoing, the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date, and in the name and at the expense of the Company, shall cause notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor to be given in the manner provided for in Section 13.02, not less than 10 days prior to such Special Record Date. Notice of the proposed payment of such defaulted interest and the Special Record Date and Special Interest Payment Date therefor having been so given, such defaulted interest shall be paid on the Special Interest Payment Date to the Persons in whose names the Securities (or their respective predecessor Securities) are registered at the close of business on such Special Record Date and shall no longer be payable. The Company may make payment of any defaulted interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this clause, such manner of payment shall be deemed practicable by the Trustee. Subject to the foregoing provisions of this Section, each Security delivered under this Indenture upon registration of, transfer of or in exchange for or in lieu of any other Security shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Security.