Common use of All Other Transfers and Exchanges of Beneficial Interests in Global Securities Clause in Contracts

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 203(b)(i) above, the transferor of such beneficial interest must deliver to the Security Registrar either (A) (1) a written order from a Participant or an Indirect Participant given to the Depository in accordance with the Applicable Procedures directing the Depository to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or, if Definitive Securities are at such time permitted to be issued pursuant to this Indenture, (B) (1) a written order from a Participant or an Indirect Participant given to the Depository in accordance with the Applicable Procedures directing the Depository to cause to be issued a Definitive Security in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given by the Depository to the Security Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (1) above. Upon consummation of an Exchange Offer by the Company in accordance with Section 203(f) hereof, the requirements of this Section 203(b)(ii) shall be deemed to have been satisfied upon receipt by the Security Registrar of the instructions contained in the Letter of Transmittal delivered by the Holder of such beneficial interests in the Restricted Global Securities. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in this Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Securities pursuant to Section 203(h) hereof.

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject (other than a transfer of a beneficial interest in a Global Security to Section 203(b)(i) abovea Person who takes delivery thereof in the form of a beneficial interest in the same Global Security), the transferor of such beneficial interest must deliver to the Security Registrar either (A) (11)(A) a written order from a Participant or an Indirect Participant given to the Depository Depositary in accordance with the Applicable Procedures directing the Depository Depositary to credit or cause to be credited a beneficial benefi cial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (2B) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or, if Definitive Securities are at such time permitted to be issued pursuant to this Indenture, or (B) (12)(A) a written order from a Participant or an Indirect Participant given to the Depository Depositary in accordance with the Applicable Procedures directing the Depository Depositary to cause to be issued a Definitive Security in an amount equal to the beneficial interest to be transferred or exchanged and (2B) instructions given by the Depository Depositary to the Security Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (1) above; PROVIDED that in no event shall Definitive Securities be issued upon the transfer or exchange of beneficial interests in the Regulation S Temporary Global Security prior to (x) the expiration of the Restricted Period and (y) the receipt by the Registrar of any certificates determined by the Company to be required pursuant to Rule 903 under the Securities Act; PROVIDED, FURTHER, that in no event shall an Indirect Participant who holds a beneficial interest in the Regulation S Temporary Global Security transfer or exchange such interest to a U.S. Person who takes delivery in the form of an interest in U.S. Global Securities prior to the satisfaction of clauses (x) and (y) in the immediately preceding proviso. Upon consummation of an Exchange Offer by the Company in accordance with Section 203(f2.6(f) hereof, the requirements of this Section 203(b)(ii2.6(b)(ii) shall be deemed to have been satisfied upon receipt by the Security Registrar of the instructions contained in the Letter of Transmittal delivered by the Holder of such beneficial interests in the Restricted Global Securities. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in this Indenture and Indenture, the Securities or and otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Security or Securities pursuant to Section 203(h2.6(h) hereof.

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 203(b)(i) above314(b)(i), the transferor of such beneficial interest must deliver to the Security Registrar either (A) (1) a written order from a Participant or an Indirect Participant given to the Depository Depositary in accordance with the Applicable Procedures directing the Depository Depositary to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or, if Definitive Securities are at such time permitted to be issued pursuant to this Indenture, or (B) (1) a written order from a Participant or an Indirect Participant given to the Depository Depositary in accordance with the Applicable Procedures directing the Depository Depositary to cause to be issued a Definitive Security in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given by the Depository Depositary to the Security Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (1) above; provided that in no event shall Definitive Securities be issued upon the transfer or exchange of beneficial interests in the Regulation S Temporary Global Securities prior to (A) the expiration of the Restricted Period and (B) the receipt by the Security Registrar of any certificates required pursuant to Section 201; provided, further, that in no event shall a beneficial interest in an Unrestricted Global Security be credited, or an Unrestricted Definitive Security be issued, to a Person who is an affiliate (as defined in Rule 144) of the Company. Upon consummation of an Exchange Offer by the Company in accordance with Section 203(f314(f) hereof, the requirements of this Section 203(b)(ii314(b)(ii) shall be deemed to have been satisfied upon receipt by the Security Registrar of the instructions contained in the Letter of Transmittal delivered by the Holder holder of such beneficial interests in the Restricted Global Securities. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in this Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Securities pursuant to Section 203(h) hereof314(h).

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 203(b)(i2.6(b)(i) above, the transferor of such beneficial interest must deliver to the Security Registrar either (A) (1) a written order from a Participant or an Indirect Participant given to the Depository Depositary in accordance with the Applicable Procedures directing the Depository Depositary to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or, if Definitive Securities are at such time permitted to be issued pursuant to this Indenture, or (B) (1) a written order from a Participant or an Indirect Participant given to the Depository Depositary in accordance with the Applicable Procedures directing the Depository Depositary to cause to be issued a Definitive Security in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given by the Depository Depositary to the Security Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (1) above; provided that in no event shall Definitive Securities be issued upon the transfer or exchange of beneficial interests in the Legended Regulation S Global Security on or prior to the expiration of the Restricted Period. Upon consummation of an Exchange Offer by the Company in accordance with Section 203(f2.6(f) hereof, the requirements of this Section 203(b)(ii2.6(b)(ii) shall be deemed to have been satisfied upon receipt by the Security Registrar of the instructions contained in the Letter of Transmittal delivered by the Holder of such beneficial interests in the Restricted Global Securities. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities EXHIBIT 4.35 (continued) contained in this Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount at maturity of the relevant Global Securities pursuant to Section 203(h2.6(h) hereof.

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 203(b)(i2.4(c)(i) above, the transferor of such beneficial interest must deliver to the Security Registrar either (A) (1) a written order from a Participant or an Indirect Participant given to the Depository Depositary in accordance with the Applicable Procedures directing the Depository Depositary to credit or cause to be credited a beneficial interest in another Global Security of the same series in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or, if Definitive Securities are at such time permitted to be issued pursuant to this Indenture, or (B) (1) if permitted by Section 2.4(b), a written order from a Participant or an Indirect Participant given to the Depository Depositary in accordance with the Applicable Procedures directing the Depository Depositary to cause to be issued a Definitive Certificated Security of the same series in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given by the Depository Depositary to the Security Registrar containing information regarding the Person in whose name such Definitive Certificated Security shall be registered to effect the transfer or exchange referred to in (1) above. Upon consummation of an Exchange Offer by the Company in accordance with Section 203(f2.4(g) hereof, the requirements of this Section 203(b)(ii2.4(c)(ii) shall be deemed to have been satisfied upon receipt by the Security Registrar of the instructions contained in the any Letter of Transmittal delivered by the Holder of such beneficial interests in the Restricted Global Securities. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in this the Indenture and the Securities Notes or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Securities Security pursuant to Section 203(h2.4(i) hereof.

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests in any Global Dollar Security that are is not subject to Section 203(b)(i) above2.2(b)(i), the transferor of such beneficial interest must deliver to the Security Registrar either (A) (1) a written order from a Participant or an Indirect Participant Agent Member given to the Depository in accordance with the Applicable Procedures applicable rules and procedures of the Depository directing the Depository to credit or cause to be credited a beneficial interest in another Global Dollar Security in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given in accordance with the Applicable Procedures applicable rules and procedures of the Depository containing information regarding the Participant Agent Member account to be credited with such increase orincrease; provided that in no event shall a beneficial interest in a Global Dollar Security be credited, if or an Unrestricted Definitive Securities are at Security that is a Dollar Security be issued, to a Person who is an affiliate (as defined in Rule 144) of the Company. In connection with all transfers and exchanges of beneficial interests in any Global Euro Security that is not subject to Section 2.2(b)(i), the transferor of such time permitted beneficial interest must deliver to be issued pursuant to this Indenture, (B) the Registrar (1) a written order from a Participant or an Indirect Participant Agent Member given to the Common Depository in accordance with the Applicable Procedures applicable rules and procedures of Euroclear or Clearstream directing the Common Depository to credit or cause to be issued credited a Definitive beneficial interest in another Global Euro Security in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given by in accordance with the Depository to the Security Registrar applicable rules and procedures of Euroclear or Clearstream containing information regarding the Person Agent Member account to be credited with such increase; provided that in whose name such no event shall a beneficial interest in a Global Euro Security be credited, or an Unrestricted Definitive Security shall that is a Euro Security be registered issued, to effect the transfer or exchange referred to a Person who is an affiliate (as defined in (1Rule 144) above. Upon consummation of an Exchange Offer by the Company in accordance with Section 203(f) hereof, the requirements of this Section 203(b)(ii) shall be deemed to have been satisfied upon receipt by the Security Registrar of the instructions contained in the Letter of Transmittal delivered by the Holder of such beneficial interests in the Restricted Global SecuritiesCompany. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in this Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Securities Security pursuant to Section 203(h) hereof2.2(g).

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject (other than a transfer of a beneficial interest in a Global Security to Section 203(b)(i) abovea Person who takes delivery thereof in the form of a beneficial interest in the same Global Security), the transferor of such beneficial interest must deliver to the Security Registrar either (A) (1) a written order from a Participant or an Indirect Participant given to the Depository Depositary in accordance with the Applicable Procedures Proce dures directing the Depository Depositary to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or, if Definitive Securities are at such time permitted to be issued pursuant to this Indenture, or (B) (1) a written order from a Participant or an Indirect Participant given to the Depository Depositary in accordance with the Applicable Procedures directing the Depository Depositary to cause to be issued a Definitive Security in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given by the Depository Depositary to the Security Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (1) above; PROVIDED that in no event shall Definitive Securities be issued upon the transfer or exchange of beneficial interests in a Regulation S Temporary Global Security prior to (x) the expiration of the Restricted Period and (y) the receipt by the Registrar of any certificates required pursuant to Rule 903 under the Securities Act. Upon consummation of an Exchange Offer by the Company in accordance with Section 203(f2.6(f) hereof, the requirements of this Section 203(b)(ii2.06(b)(ii) shall be deemed to have been satisfied upon receipt by the Security Registrar of the instructions contained in the Letter of Transmittal delivered by the Holder of such beneficial interests in the Restricted Global Securities. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in this Indenture and Indenture, the Securities or and otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Securities Security(ies) pursuant to Section 203(h2.6(h) hereof.

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests in any Global Security that are is not subject to Section 203(b)(i2.2(b)(i) above, the transferor of such beneficial interest must deliver to the Security Registrar either (A) (1) a written order from a Participant or an Indirect Participant Agent Member given to the Depository in accordance with the Applicable Procedures applicable rules and procedures of the Depository directing the Depository to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given in accordance with the Applicable Procedures applicable rules and procedures of the Depository containing information regarding the Participant Agent Member account to be credited with such increase orincrease; provided that in no event shall a beneficial interest in a Global Security be credited, if Definitive Securities are at such time permitted to be issued pursuant to this Indenture, (B) (1) a written order from a Participant or an Indirect Participant given to the Depository in accordance with the Applicable Procedures directing the Depository to cause to be issued a Unrestricted Definitive Security be issued, to a Person who is an affiliate (as defined in an amount equal to Rule 144) of the beneficial interest to be transferred or exchanged and (2) instructions given by the Depository to the Security Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (1) aboveIssuer. Upon consummation the expiration of the Distribution Compliance Period, beneficial interests in the Regulation S Global Security may be exchanged for beneficial interests in a permanent Regulation S Global Security that is an Exchange Offer by the Company in accordance with Section 203(f) hereof, the requirements of this Section 203(b)(ii) shall be deemed to have been satisfied Unrestricted Global Security upon receipt by the Security Registrar Trustee of a written certification from the instructions contained in transferor to the Letter of Transmittal delivered by the Holder of effect that such beneficial interests are owned either by non-U.S. persons or by U.S. persons who purchased those interests pursuant to an exemption from, or in transactions not subject to, the registration requirements of the Securities Act. If no such Regulation S Global Security that is an Unrestricted Global Security is then outstanding, the Issuer shall issue and the Trustee shall authenticate, upon written order of the Issuer in the Restricted form of an Officer’s Certificate, a new Global SecuritiesSecurity in the appropriate principal amount. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in this Indenture and the Indenture, the Securities and this Appendix A or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Securities Security pursuant to Section 203(h) hereof2.2(g).