Common use of Book-Entry Provisions Clause in Contracts

Book-Entry Provisions. This Section 2.1(e) shall apply only to Global Securities deposited with the Trustee, as custodian for DTC. (1) Each Global Security initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the Depositary, its successors or their respective nominees, except as set forth in Section 2.1(e)(5) and 2.1(f). If a beneficial interest in a Global Security is transferred or exchanged for a beneficial interest in another Global Security, the Trustee will (x) record a decrease in the principal amount of the Global Security being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global Security. Any beneficial interest in one Global Security that is transferred to a Person who takes delivery in the form of an interest in another Global Security, or exchanged for an interest in another Global Security, will, upon transfer or exchange, cease to be an interest in such Global Security and become an interest in the other Global Security and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global Security, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global Security. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive Securities, the Securities Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security in an amount equal to the principal amount of the beneficial interest in the Global Security to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities of like tenor and amount. (4) In connection with the transfer of an entire Global Security to beneficial owners pursuant to Section 2.1(f), such Global Security shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global Security, an equal aggregate principal amount of Definitive Securities of authorized denominations. (5) The registered Holder of a Global Security may grant proxies and otherwise authorize any Person, including Agent Members and Persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the Securities. (6) Any Holder of a Global Security shall, by acceptance of such Global Security, agree that transfers of beneficial interests in such Global Security may be effected only through a book-entry system maintained by (a) the Holder of such Global Security (or its agent) or (b) any Holder of a beneficial interest in such Global Security, and that ownership of a beneficial interest in such Global Security shall be required to be reflected in a book entry.

Book-Entry Provisions. This Section 2.1(e2.01(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Custodian for DTC and (z) bear legends the legend as set forth in Section 2.1(d2.01(d)(2). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.01(e)(3) and 2.1(f)2.01(f) hereof. If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) Participants shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Membersthe Participants, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive Securities, the Securities Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security in an amount equal to the principal amount of the beneficial interest in the Global Security to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.01(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (54) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members Participants and Persons persons that may hold interests through Agent MembersParticipants, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (65) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1ii) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will shall be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(v) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee will shall (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, willshall, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will shall thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global SecurityNote. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4v) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5vi) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6vii) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (a) the Holder of such Global Security Note (or its agent) or (b) any Holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. This Section 2.1(e2.1(b) shall apply only to a Global Security deposited with or on behalf of the Depositary. The Company shall execute and the Trustee shall, in accordance with this Section 2.1(b), authenticate and deliver initially one or more Global Securities deposited with the Trustee, as custodian for DTC. that (1a) Each Global Security initially shall (x) be registered in the name of DTC the Depositary for such Global Security or Global Securities or the nominee of DTC, such Depositary and (yb) shall be delivered by the Trustee to such Depositary or pursuant to such Depositary’s instructions or held by the Trustee as custodian for DTC the Depositary. If such Global Securities are Restricted Global Securities, then separate Global Securities shall be issued to represent Rule 144A Global Securities and (z) bear legends Regulation S Global Securities so long as required by law or the Depositary. Except as set forth in this Section 2.1(d2.1(b). Transfers of a , beneficial interests in the Temporary Regulation S Global Security will not be exchangeable for interests in the Rule 144A Global Security, a permanent global security (but not a beneficial interest therein) will be limited to transfers thereof in wholethe “Permanent Regulation S Global Security” and, but not in part, to together with the Depositary, its successors or their respective nominees, except as set forth in Section 2.1(e)(5) and 2.1(f). If a beneficial interest in a Global Security is transferred or exchanged for a beneficial interest in another Temporary Regulation S Global Security, the “Regulation S Global Security”) or any other Security prior to the expiration of the period through and including the 40th day after the later of the commencement of the offering of any Securities and the closing of such offering (such period, the “Restricted Period”) and then, after the expiration of the Restricted Period, may be exchanged for interests in a Rule 144A Global Security or the Permanent Regulation S Global Security only upon certification in form reasonably satisfactory to the Company and the Trustee will (x) record that beneficial ownership interests in such Temporary Regulation S Global Security are owned either by non-U.S. persons or U.S. persons who purchased such interests in a decrease transaction that did not require registration under the Securities Act. Prior to the expiration of the Restricted Period, beneficial interests in the principal amount Temporary Regulation S Global Security may be exchanged for beneficial interests in the Rule 144A Global Security only if (i) such exchange occurs in connection with a transfer of the Global Security being transferred or exchanged equal Securities pursuant to Rule 144A under the Securities Act (“Rule 144A”), (ii) the transferor first delivers to the principal amount of such transfer or exchange and Trustee a written certificate (y) record a like increase in the principal amount of form provided in Exhibit 1 hereto) to the other Global Security. Any effect that the beneficial interest in one the Temporary Regulation S Global Security that is being transferred to a Person who the transferor reasonably believes to be a QIB and is purchasing for its own account or the account of a QIB, in each case in a transaction meeting the requirements of Rule 144A, and (iii) the transfer is in accordance with all applicable securities laws of the states of the United States and other jurisdictions. After the expiration of the Restricted Period, such certification requirements shall not apply to such transfers of beneficial interests in a Restricted Global Security representing Regulation S Global Securities. Beneficial interests in a Rule 144A Global Security may be transferred to a Person who takes delivery in the form of an interest in another the Regulation S Global Security, whether before or exchanged for an interest in another Global Securityafter the expiration of the Restricted Period, will, upon transfer or exchange, cease only if the transferor first delivers to be an interest in such Global Security and become an interest the Trustee a written certificate (in the other Global Security and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests form provided in such other Global Security for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global Security, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global Security. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security pursuant to Section 2.1(fExhibit 1 hereto) to beneficial owners who are required to hold Definitive Securities, the Securities Custodian shall reflect on its books and records the date and a decrease effect that such transfer is being made in the principal amount accordance with Rule 903 or 904 of such Global Security in an amount equal to the Regulation S or Rule 144 (if available). The aggregate principal amount of the beneficial interest Global Securities may from time to time be increased or decreased by adjustments made on the records of the Trustee and the Depositary or its nominee as provided herein and in the Global Security to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities of like tenor and amountIndenture. (4) In connection with the transfer of an entire Global Security to beneficial owners pursuant to Section 2.1(f), such Global Security shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global Security, an equal aggregate principal amount of Definitive Securities of authorized denominations. (5) The registered Holder of a Global Security may grant proxies and otherwise authorize any Person, including Agent Members and Persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the Securities. (6) Any Holder of a Global Security shall, by acceptance of such Global Security, agree that transfers of beneficial interests in such Global Security may be effected only through a book-entry system maintained by (a) the Holder of such Global Security (or its agent) or (b) any Holder of a beneficial interest in such Global Security, and that ownership of a beneficial interest in such Global Security shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC, and for which the applicable procedures of DTC shall govern. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the TrusteeRegistrar, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee Registrar for cancellation, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities deposited with the Trustee, as custodian for DTCSecurities Custodian. (1ii) Each Global Security initially shall (x) be registered in the name of DTC or Cede & Co. as the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC Securities Custodian and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the Depositary, its successors or their respective nominees, except as set forth in Section 2.1(e)(5Section 2.1 (e)(v) and 2.1(f). If a beneficial interest in a Global Security is transferred or exchanged for a beneficial interest in another Global Security, the Trustee will (x) record a decrease in the principal amount of the Global Security being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global Security. Any beneficial interest in one Global Security that is transferred to a Person who takes delivery in the form of an interest in another Global Security, or exchanged for an interest in another Global Security, will, upon transfer or exchange, cease to be an interest in such Global Security and become an interest in the other Global Security and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security held on their behalf by DTC or by the Trustee as the custodian of DTC Securities Custodian or under such Global Security, and DTC may be treated by the IssuersCompany, the Subsidiary Guarantors, the Trustee and any agent of the Issuers Company, the Subsidiary Guarantors or the Trustee as the absolute owner of such Global Security for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Subsidiary Guarantors, the Trustee or any agent of the Issuers Company, the Subsidiary Guarantors or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global Security. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive Securities, the Securities Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security in an amount equal to the principal amount of the beneficial interest in the Global Security to be transferred, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities of like tenor and amount. (4v) In connection with the transfer of an entire Global Security to beneficial owners pursuant to Section 2.1(f), such Global Security shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global Security, an equal aggregate principal amount of Definitive Securities of authorized denominations. (5vi) The registered Holder of a Global Security may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the Securities. (6vii) Any Holder of a Global Security shall, by acceptance of such Global Security, agree that transfers of beneficial interests in such Global Security may be effected only through a book-entry system maintained by (a) the Holder of such Global Security (or its agent) or (b) any Holder holder of a beneficial interest in such Global Security, and that ownership of a beneficial interest in such Global Security shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1ii) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will shall be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(v) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee will shall (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, willshall, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will shall thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global SecurityNote. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate upon receipt of an Issuer Order and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4v) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate upon receipt of an Issuer Order and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5vi) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6vii) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (a) the Holder of such Global Security Note (or its agent) or (b) any Holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. This Section 2.1(e2.1(b) shall apply only to a Global Security deposited with or on behalf of the Depositary. The Company shall execute and the Trustee shall, in accordance with this Section 2.1(b), authenticate and deliver initially one or more Global Securities deposited with the Trustee, as custodian for DTC. that (1a) Each Global Security initially shall (x) be registered in the name of DTC the Depositary for such Global Security or Global Securities or the nominee of DTC, such Depositary and (yb) shall be delivered by the Trustee to such Depositary or pursuant to such Depositary’s instructions or held by the Trustee as custodian for DTC the Depositary. If such Global Securities are Restricted Global Securities, then separate Global Securities shall be issued to represent Rule 144A Global Securities and (z) bear legends Regulation S Global Securities so long as required by law or the Depositary. Except as set forth in this Section 2.1(d2.1(b). Transfers of a , beneficial interests in the Regulation S Global Security (but will not a beneficial interest therein) will be limited to transfers thereof exchangeable for interests in whole, but not in part, the Rule 144A Global Security prior to the Depositaryexpiration of the period through and including the 40th day after the later of the commencement of the offering of any Securities and the closing of such offering (such period, its successors or their respective nominees, except as set forth in Section 2.1(e)(5the “Restricted Period”) and 2.1(fthen, after the expiration of the Restricted Period, may be exchanged for interests in a Rule 144A Global Security only upon certification in form reasonably satisfactory to the Company and the Trustee that beneficial ownership interests in such Regulation S Global Security are owned either by non-U.S. persons or U.S. persons who purchased such interests in a transaction that did not require registration under the Securities Act. Prior to the expiration of the Restricted Period, beneficial interests in the Regulation S Global Security may be exchanged for beneficial interests in the Rule 144A Global Security only if (i) such exchange occurs in connection with a transfer of the Securities pursuant to Rule 144A under the Securities Act (“Rule 144A”). If , (ii) the transferor first delivers to the Trustee a written certificate (in the form provided in Exhibit 1 hereto) to the effect that the beneficial interest in a the Regulation S Global Security is being transferred to a Person who the transferor reasonably believes to be a QIB and is purchasing for its own account or exchanged for the account of a beneficial interest QIB, in another Global Security, each case in a transaction meeting the Trustee will requirements of Rule 144A and (xiii) record a decrease the transfer is in accordance with all applicable securities laws. After the principal amount expiration of the Restricted Period, such certification requirements shall not apply to such transfers of beneficial interests in a Restricted Global Security being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record representing Regulation S Global Securities. Beneficial interests in a like increase in the principal amount of the other Global Security. Any beneficial interest in one Rule 144A Global Security that is may be transferred to a Person who takes delivery in the form of an interest in another the Regulation S Global Security, whether before or exchanged for an interest in another Global Securityafter the expiration of the Restricted Period, will, upon transfer or exchange, cease only if the transferor first delivers to be an interest in such Global Security and become an interest the Trustee a written certificate (in the other Global Security and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests form provided in such other Global Security for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global Security, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global Security. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security pursuant to Section 2.1(fExhibit 1 hereto) to beneficial owners who are required to hold Definitive Securities, the Securities Custodian shall reflect on its books and records the date and a decrease effect that such transfer is being made in the principal amount accordance with Rule 903 or 904 of such Global Security in an amount equal to the Regulation S or Rule 144 (if available). The aggregate principal amount of the beneficial interest Global Securities may from time to time be increased or decreased by adjustments made on the records of the Trustee and the Depositary or its nominee as provided herein and in the Global Security to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities of like tenor and amountIndenture. (4) In connection with the transfer of an entire Global Security to beneficial owners pursuant to Section 2.1(f), such Global Security shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global Security, an equal aggregate principal amount of Definitive Securities of authorized denominations. (5) The registered Holder of a Global Security may grant proxies and otherwise authorize any Person, including Agent Members and Persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the Securities. (6) Any Holder of a Global Security shall, by acceptance of such Global Security, agree that transfers of beneficial interests in such Global Security may be effected only through a book-entry system maintained by (a) the Holder of such Global Security (or its agent) or (b) any Holder of a beneficial interest in such Global Security, and that ownership of a beneficial interest in such Global Security shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTCSecurities Custodian. (1ii) Each Global Security Note initially shall (x) be registered in the name of DTC or Cede & Co. as the nominee of DTC, DTC and (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d)Securities Custodian. Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their respective nominees, except as set forth in Section 2.1(e)(5Sections 2.1(e)(v) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee will (xA) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (yB) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee as the custodian of DTC Securities Custodian or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Guarantors, the Trustee and any agent of the Issuers Issuer, the Guarantors or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Guarantors, the Trustee or any agent of the Issuers Issuer, the Guarantors or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global SecurityNote. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners Beneficial Owners who are required to hold Definitive SecuritiesNotes, the Securities Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and upon receipt of an Issuer Order the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4v) In connection with the transfer of an entire Global Security Note to beneficial owners Beneficial Owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and upon receipt of an Issuer Order the Trustee shall authenticate and make available for delivery, to each beneficial owner Beneficial Owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5vi) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6vii) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (a) the Holder of such Global Security Note (or its agent) or (b) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee Registrar for cancellation, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry book‑entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee Registrar for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee Registrar for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.01(f) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1A) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.01(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.01(f)(i)(D) and 2.1(fSection 2.01(g). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2B) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3C) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.01(g) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4D) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.01(g), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5E) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6F) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian Notes Custodian, and for DTCwhich the applicable procedures of DTC shall govern. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC Notes Custodian and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry book‑entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian Notes Custodian, and for DTCwhich the applicable procedures of DTC shall govern. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC Notes Custodian and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the TrusteeU.S. Bank Europe DAC, as custodian common depositary of Euroclear and Clearstream, and for DTCwhich the applicable procedures of Euroclear and Clearstream shall govern. (1) Each Global Security Note initially shall (x) be registered in the name of DTC a common depositary of Euroclear and Clearstream or the nominee of DTCits nominee, (y) be delivered to the Trustee as custodian Notes Custodian for DTC a common depositary of Euroclear and Clearstream and (z) bear legends as set forth in Section 2.1(d)) hereof. Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the Depositarya common depositary of Euroclear and Clearstream, its successors or their its respective nominees, except as set forth in Section 2.1(e)(5clauses (3) and (4) of this Section 2.1(e) and Section 2.1(f)) hereof. If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC a common depositary of Euroclear and Clearstream (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC a common depositary of Euroclear and Clearstream or by the Trustee Notes Custodian as the custodian of DTC a common depositary of Euroclear and Clearstream or under such Global SecurityNote, and DTC a common depositary of Euroclear and Clearstream may be treated by the IssuersCompany, the Trustee Trustee, the Notes Collateral Agent and any agent of the Issuers Company, the Notes Collateral Agent or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee Trustee, the Notes Collateral Agent or any agent of the Issuers Company, the Notes Collateral Agent or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC a common depositary of Euroclear and Clearstream or impair, as between DTC a common depositary of Euroclear and Clearstream and its Agent Members, the operation of customary practices of DTC Euroclear and Clearstream governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) hereof to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall shall, upon receipt of a Company Order, authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f)) hereof, such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Company shall execute, and the Trustee shall shall, upon receipt of a Company Order, authenticate and make available for delivery, to each beneficial owner identified by DTC a common depositary of Euroclear and Clearstream in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(3) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and Section 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.01(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1ii) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.01(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their respective nominees, except as set forth in Section 2.1(e)(52.01(e)(v) and 2.1(fSection 2.01(f). If a beneficial interest in a Global Security Note of any series is transferred or exchanged for a beneficial interest in another Global SecurityNote of such series, the Trustee will (x) record a decrease in the principal amount of the Global Security Note of such series being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. of such series. Any beneficial interest in one Global Security Note of any series that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote of such series, or exchanged for an interest in another Global SecurityNote of such series, will, upon transfer or exchange, cease to be an interest in such Global Security Note of such series and become an interest in the other Global Security Note of such series and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note of such series for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global SecurityNote, and DTC may shall be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security Note of any series pursuant to Section 2.1(f2.01(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall shall, upon written request of the Company, authenticate and make available for delivery, one or more Definitive Securities Notes of such series and of like tenor and amount. (4v) In connection with the transfer of an entire Global Security Note of any series to beneficial owners pursuant to Section 2.1(f2.01(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Company shall execute, and the Trustee shall shall, upon written request of the Company, authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of such series and of authorized denominations. (5vi) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Person, including Agent Members and Persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6vii) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (aA) the Holder of such Global Security Note (or its agent) or (bB) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.02(c) shall apply only to Global Securities Notes deposited with or on behalf of the Trustee, as custodian for DTCDepositary. (1ii) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.02(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their respective nominees, except as set forth in Section 2.1(e)(5) and 2.1(f2.07(a)(i). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global SecurityNote, and DTC may shall be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global Security.Note. ▇▇▇-▇▇▇▇-▇▇▇▇/13/AMERICAS (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) 2.07 to beneficial owners who are required to hold Definitive SecuritiesCertificated Notes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall shall, upon written request of the Company, authenticate and make available for delivery, one or more Definitive Securities Certificated Notes of like tenor and amount. (4v) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f)2.07, such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Company shall execute, and the Trustee shall shall, upon written request of the Company, authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Certificated Notes of authorized denominations. (5vi) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6vii) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (aA) the Holder of such Global Security Note (or its agent) or (bB) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. This Section 2.1(e) shall apply only to Global Securities deposited with the Trustee, as custodian for DTC. (1) Each Global Security initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends a legend as set forth in Section 2.1(d). Transfers of a Global Security (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their respective nominees, except as set forth in Section 2.1(e)(5) 2.1(e)( and Section 2.1(f). If a beneficial interest in a Global Security is transferred or exchanged for a beneficial interest in another Global Security, the Trustee will (x) record a decrease in the principal amount of the Global Security being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global Security. Any beneficial interest in one Global Security that is transferred to a Person who takes delivery in the form of an interest in another Global Security, or exchanged for an interest in another Global Security, will, upon registration of transfer or exchange, cease to be an interest in such Global Security and become an interest in the other Global Security and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global Security, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global Security. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive Securities, the Securities Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security in an amount equal to the principal amount of the beneficial interest in the Global Security to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities of like tenor and amount. (4) In connection with the transfer of an entire Global Security to beneficial owners pursuant to Section 2.1(f), such Global Security shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global Security, an equal aggregate principal amount of Definitive Securities of authorized denominations. (5) The registered Holder of a Global Security may grant proxies and otherwise authorize any Person, including Agent Members and Persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the Securities. (6) Any Holder of a Global Security shall, by acceptance of such Global Security, agree that transfers of beneficial interests in such Global Security may be effected only through a book-entry system maintained by (a) the Holder of such Global Security (or its agent) or (b) any Holder of a beneficial interest in such Global Security, and that ownership of a beneficial interest in such Global Security shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian Notes Custodian for DTC, and for which the applicable procedures of DTC shall govern. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends the Global Note Legend as set forth in Section 2.1(d2.1(d)(2). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(5) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee as the custodian of DTC Notes Custodian or under such Global SecurityNote, and DTC or its nominee may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.1(h) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1a) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(h)(4) and 2.1(f2.1(i). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2b) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3c) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.1(i) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4d) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.1(i), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5e) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6f) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-book entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (1) This Section 2.1(e2.01(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1i) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.01(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their respective nominees, except as set forth in Section 2.1(e)(52.01(e)(v) and 2.1(fSection 2.01(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2ii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global SecurityNote, and DTC may shall be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3iii) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.01(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall shall, upon written request of the Company, authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4iv) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.01(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Company shall execute, and the Trustee shall shall, upon written request of the Company, authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5v) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6vi) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (aA) the Holder of such Global Security Note (or its agent) or (bB) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee Registrar for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. This Section 2.1(e) shall apply only to Global Securities deposited with the Trustee, as custodian for DTCSecurities Custodian. (1i) Each Global Security initially shall (x) be registered in the name of DTC or Cede & Co. as the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC Securities Custodian and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their respective nominees, except as set forth in Section 2.1(e)(52.1(e)(v) and 2.1(f). If a beneficial interest in a Global Security is transferred or exchanged for a beneficial interest in another Global Security, the Trustee will (x) record a decrease in the principal amount of the Global Security being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global Security. Any beneficial interest in one Global Security that is transferred to a Person who takes delivery in the form of an interest in another Global Security, or exchanged for an interest in another Global Security, will, upon transfer or exchange, cease to be an interest in such Global Security and become an interest in the other Global Security and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security for as long as it remains such an interest. (2ii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security held on their behalf by DTC or by the Trustee as the custodian of DTC Securities Custodian or under such Global Security, and DTC may be treated by the Issuers, the Subsidiary Guarantors, the Trustee and any agent of the Issuers Issuers, the Subsidiary Guarantors or the Trustee as the absolute owner of such Global Security for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Subsidiary Guarantors, the Trustee or any agent of the Issuers Issuers, the Subsidiary Guarantors or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global Security. (3iii) In connection with any transfer of a portion of the beneficial interest in a Global Security pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive Securities, the Securities Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security in an amount equal to the principal amount of the beneficial interest in the Global Security to be transferred, and the Issuers shall execute, and the Trustee shall shall, upon receipt of an Issuer Order, authenticate and make available for delivery, one or more Definitive Securities of like tenor and amount. (4iv) In connection with the transfer of an entire Global Security to beneficial owners pursuant to Section 2.1(f), such Global Security shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall shall, upon receipt of an Issuer Order, authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global Security, an equal aggregate principal amount of Definitive Securities of authorized denominations. (5v) The registered Holder of a Global Security may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the Securities. (6vi) Any Holder of a Global Security shall, by acceptance of such Global Security, agree that transfers of beneficial interests in such Global Security may be effected only through a book-entry system maintained by (a) the Holder of such Global Security (or its agent) or (b) any Holder holder of a beneficial interest in such Global Security, and that ownership of a beneficial interest in such Global Security shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(5Sections 2.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC, and for which the applicable procedures of DTC shall govern. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.1(d)(2). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Co-Issuer, the Trustee and any agent of the Issuers Issuer, the Co-Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Co-Issuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. This Section 2.1(e2.1(b) shall apply only to a Global Security deposited with or on behalf of the Depositary. The Company shall execute and the Trustee shall, in accordance with this Section 2.1(b), authenticate and deliver initially one or more Global Securities deposited with the Trustee, as custodian for DTC. that (1a) Each Global Security initially shall (x) be registered in the name of DTC the Depositary for such Global Security or Global Securities or the nominee of DTC, such Depositary and (yb) shall be delivered by the Trustee to such Depositary or pursuant to such Depositary’s instructions or held by the Trustee as custodian for DTC Securities Custodian. Separate Global Securities shall be issued to represent Rule 144A Global Securities and (z) bear legends Regulation S Global Securities so long as required by law or the Depositary. Except as set forth in this Section 2.1(d2.1(b). Transfers of , beneficial interests in a Temporary Regulation S Global Security will not be exchangeable for interests in a Rule 144A Global Security, a permanent global security (but not a beneficial interest thereinthe “Permanent Regulation S Global Security” and, together with the Temporary Regulation S Global Securities, the “Regulation S Global Security”) will be limited to transfers thereof in whole, but not in part, or any other Security prior to the Depositaryexpiration of the period through and including the 40th day after the later of the commencement of the offering of the Initial Security or Additional Security represented by such Temporary Regulation S Global Security and the closing of such offering (such period, its successors or their respective nominees, except as set forth in Section 2.1(e)(5the “Restricted Period”) and 2.1(f)then, after the expiration of the Restricted Period, may be exchanged for interests in a Rule 144A Global Security or the Permanent Regulation S Global Security only upon certification in form reasonably satisfactory to the Company that beneficial ownership interests in such Temporary Regulation S Global Security are owned either by non-U.S. persons or U.S. persons who purchased such interests in a transaction that did not require registration under the Securities Act. If Prior to the expiration of the Restricted Period, beneficial interests in a Temporary Regulation S Global Security may be exchanged for beneficial interests in the Rule 144A Global Security only if (i) such exchange occurs in connection with a transfer of the Securities pursuant to Rule 144A, (ii) the transferor first delivers to the Trustee a written certificate to the effect that the beneficial interest in a the Temporary Regulation S Global Security is being transferred to a Person who the transferor reasonably believes to be a QIB and is purchasing for its own account or exchanged for the account of a beneficial interest QIB, in another Global Securityeach case in a transaction meeting the requirements of Rule 144A, and (iii) the Trustee will (x) record a decrease transfer is in the principal amount accordance with all applicable securities laws of the states of the United States and other jurisdictions. After the expiration of the Restricted Period, such certification requirements shall not apply to such transfers of beneficial interests in a Restricted Global Security being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record representing Regulation S Global Securities. Beneficial interests in a like increase in the principal amount of the other Global Security. Any beneficial interest in one Rule 144A Global Security that is a Transfer Restricted Security may be transferred to a Person who takes delivery in the form of an interest in another the Regulation S Global Security, whether before or exchanged for an interest in another Global Securityafter the expiration of the Restricted Period, will, upon transfer or exchange, cease only if the transferor first delivers to be an interest in such Global Security and become an interest in the other Global Security and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global Security, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any a written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global Security. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive Securities, the Securities Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security in an amount equal certificate to the effect that such transfer is being made in accordance with Rule 903 or 904 of Regulation S or Rule 144 (if available). The aggregate principal amount of the beneficial interest in Global Securities may from time to time be increased or decreased by adjustments made on the Global Security to be transferred, records of the Trustee and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities of like tenor and amount. (4) In connection with the transfer of an entire Global Security to beneficial owners pursuant to Section 2.1(f), such Global Security shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global Security, an equal aggregate principal amount of Definitive Securities of authorized denominations. (5) The registered Holder of a Global Security may grant proxies and otherwise authorize any Person, including Agent Members and Persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the Securities. (6) Any Holder of a Global Security shall, by acceptance of such Global Security, agree that transfers of beneficial interests in such Global Security may be effected only through a book-entry system maintained by (a) the Holder of such Global Security (Depositary or its agent) or (b) any Holder of a beneficial interest nominee as provided herein and in such Global Security, and that ownership of a beneficial interest in such Global Security shall be required to be reflected in a book entrythis Indenture.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities deposited with the Trustee, as custodian for DTC. (1ii) Each Global Security initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their respective nominees, except as set forth in Section 2.1(e)(52.1(e)(v) and 2.1(f). If a beneficial interest in a Global Security is transferred or exchanged for a beneficial interest in another Global Security, the Trustee will (x) record a decrease in the principal amount of the Global Security being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global Security. Any beneficial interest in one Global Security that is transferred to a Person who takes delivery in the form of an interest in another Global Security, or exchanged for an interest in another Global Security, will, upon transfer or exchange, cease to be an interest in such Global Security and become an interest in the other Global Security and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global Security, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global Security. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security pursuant to Section 2.1(f) ), to beneficial owners who are required to hold Definitive Securities, the Securities Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security in an amount equal to the principal amount of the beneficial interest in the Global Security to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities of like tenor and amount. (4v) In connection with the transfer of an entire Global Security to beneficial owners pursuant to Section 2.1(f), such Global Security shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global Security, an equal aggregate principal amount of Definitive Securities of authorized denominations. (5vi) The registered Holder of a Global Security may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the Securities. (6vii) Any Holder of a Global Security shall, by acceptance of such Global Security, agree that transfers of beneficial interests in such Global Security may be effected only through a book-entry system maintained by (a) the Holder of such Global Security (or its agent) or (b) any Holder of a beneficial interest in such Global Security, and that ownership of a beneficial interest in such Global Security shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1ii) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(v) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4v) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5vi) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6vii) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (a) the Holder of such Global Security Note (or its agent) or (b) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.02(c) shall apply only to Global Securities Notes deposited with or on behalf of the Trustee, as custodian for DTCDepositary. (1ii) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.02(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their respective nominees, except as set forth in Section 2.1(e)(5) and 2.1(f2.07(a)(i). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global SecurityNote, and DTC may shall be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) 2.07 to beneficial owners who are required to hold Definitive SecuritiesCertificated Notes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall shall, upon written request of the Company, authenticate and make available for delivery, one or more Definitive Securities Certificated Notes of like tenor and amount. (4v) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f)2.07, such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Company shall execute, and the Trustee shall shall, upon written request of the Company, authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Certificated Notes of authorized denominations. (5vi) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6vii) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (aA) the Holder of such Global Security Note (or its agent) or (bB) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.1(g) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(g)(4) and 2.1(f2.1(h). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.1(h) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.1(h), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry book‑entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1i) Each Global Security Note initially shall (x%3) be registered in the name of DTC or the nominee of DTC, (y%3) be delivered to the Trustee as custodian Notes Custodian for DTC and (z%3) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(5Sections 2.1(e)(iii) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2ii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3iii) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4iv) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5v) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6vi) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (a%3) the Holder of such Global Security Note (or its agent) or (b%3) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1i) Each Global Security Note initially shall (xA) be registered in the name of DTC or the nominee of DTC, (yB) be delivered to the Trustee as custodian Notes Custodian for DTC and (zC) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(5Sections 2.1(e)(iii) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2ii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3iii) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4iv) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5v) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6vi) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (aA) the Holder of such Global Security Note (or its agent) or (bB) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.1(f) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear the applicable legends as set forth in Section 2.1(d2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(f)(4) and 2.1(f(g). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee Trustee, the Collateral Agent and any agent of the Issuers Issuer, the Trustee or the Trustee Collateral Agent as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee Trustee, the Collateral Agent or any agent of the Issuers Issuer, the Trustee or the Trustee Collateral Agent from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.1(g) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.1(g), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1ii) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will shall be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(v) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee will shall (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, willshall, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will shall thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee Trustee, the Paying Agent, the Registrar and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global SecurityNote. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate upon receipt of an Issuer Order and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4v) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate upon receipt of an Issuer Order and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5vi) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6vii) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (a) the Holder of such Global Security Note (or its agent) or (b) any Holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.01(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1ii) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.01(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their respective nominees, except as set forth in Section 2.1(e)(52.01(e)(v) and 2.1(fSection 2.01(f). If a beneficial interest in a Global Security Note of any series is transferred or exchanged for a beneficial interest in another Global SecurityNote of such series, the Trustee will (x) record a decrease in the principal amount of the Global Security Note of such series being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. of such series. Any beneficial interest in one Global Security Note of any series that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote of such series, or exchanged for an interest in another Global SecurityNote of such series, will, upon transfer or exchange, cease to be an interest in such Global Security Note of such series and become an interest in the other Global Security Note of such series and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note of such series for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global SecurityNote, and DTC may shall be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security Note of any series pursuant to Section 2.1(f2.01(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall shall, upon written request of the Company, authenticate and make available for delivery, one or more Definitive Securities Notes of such series and of like tenor and amount. (4v) In connection with the transfer of an entire Global Security Note of any series to beneficial owners pursuant to Section 2.1(f2.01(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Company shall execute, and the Trustee shall shall, upon written request of the Company, authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of such series and of authorized denominations. (5vi) The registered Holder of a Global Security Note of any series may grant proxies and otherwise authorize any Person, including Agent Members and Persons that may hold interests through Agent Members, to take any action which a Holder of such series is entitled to take under this Indenture or the SecuritiesNotes of such series. (6vii) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (aA) the Holder of such Global Security Note (or its agent) or (bB) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.02(c) shall apply only to Global Securities Notes deposited with or on behalf of the Trustee, as custodian for DTCDepositary. (1ii) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.02(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their respective nominees, except as set forth in Section 2.1(e)(5) and 2.1(f2.07(a)(i). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global SecurityNote, and DTC may shall be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the ▇▇▇-▇▇▇▇-▇▇▇▇/7/AMERICAS foregoing, nothing herein shall prevent the IssuersCompany, the Trustee trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) 2.07 to beneficial owners who are required to hold Definitive SecuritiesCertificated Notes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall shall, upon written request of the Company, authenticate and make available for delivery, one or more Definitive Securities Certificated Notes of like tenor and amount. (4v) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f)2.07, such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Company shall execute, and the Trustee shall shall, upon written request of the Company, authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Certificated Notes of authorized denominations. (5vi) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6vii) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (aA) the Holder of such Global Security Note (or its agent) or (bB) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.1(h) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(h)(4) and 2.1(f2.1(i). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.1(i) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.1(i), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.1(g) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(g)(4) and 2.1(f2.1(h). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.1(h) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.1(h), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Person, including Agent Members and Persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. This Section 2.1(e2.1(g) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1i) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(g)(iv) and 2.1(f2.1(h). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2ii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3iii) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.1(h) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4iv) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.1(h), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5v) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6vi) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1ii) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will shall be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(v) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee will shall (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, willshall, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will shall thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global SecurityNote. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount at maturity of such Global Security Note in an amount equal to the principal amount at maturity of the beneficial interest in the Global Security Note to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4v) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount at maturity of Definitive Securities Notes of authorized denominations. (5vi) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6vii) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (a) the Holder of such Global Security Note (or its agent) or (b) any Holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the U.S. Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) to be delivered to the Trustee as custodian Registrar for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Registrar will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Registrar as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee Trustees and any agent of the Issuers Issuer or the Trustee Trustees as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee Trustees or any agent of the Issuers Issuer or the Trustee Trustees from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Custodian Registrar shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the U.S. Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee Registrar for cancellation, and the Issuers Issuer shall execute, and the U.S. Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC the Depositary in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.1(g) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear the applicable legends as set forth in Section 2.1(d2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(g)(4) and 2.1(f(h). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee Trustee, the Junior-Priority Collateral Agent and any agent of the Issuers Issuer, the Trustee or the Trustee Junior-Priority Collateral Agent as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee Trustee, the Junior-Priority Collateral Agent or any agent of the Issuers Issuer, the Trustee or the Trustee Junior-Priority Collateral Agent from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.1(h) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.1(h), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities deposited with the Trustee, as custodian for DTC. (1ii) Each Global Security initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their respective nominees, except as set forth in Section 2.1(e)(52.1(e)(v) and 2.1(f). If a beneficial interest in a Global Security is transferred or exchanged for a beneficial interest in another Global Security, the Trustee will (x) record a decrease in the principal amount of the Global Security being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global Security. Any beneficial interest in one Global Security that is transferred to a Person who takes delivery in the form of an interest in another Global Security, or exchanged for an interest in another Global Security, will, upon transfer or exchange, cease to be an interest in such Global Security and become an interest in the the (1) This legend will not appear on any Physical Security (2) This language will only appear on a Global Security with a restricted CUSIP number other Global Security and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global Security, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global Security. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security pursuant to Section 2.1(f) ), to beneficial owners who are required to hold Definitive Securities, the Securities Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security in an amount equal to the principal amount of the beneficial interest in the Global Security to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities of like tenor and amount. (4v) In connection with the transfer of an entire Global Security to beneficial owners pursuant to Section 2.1(f), such Global Security shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global Security, an equal aggregate principal amount of Definitive Securities of authorized denominations. (5vi) The registered Holder of a Global Security may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the Securities. (6vii) Any Holder of a Global Security shall, by acceptance of such Global Security, agree that transfers of beneficial interests in such Global Security may be effected only through a book-entry system maintained by (a) the Holder of such Global Security (or its agent) or (b) any Holder of a beneficial interest in such Global Security, and that ownership of a beneficial interest in such Global Security shall be required to be reflected in a book entry.

Book-Entry Provisions. This Section 2.1(eSECTION 2.1(g) shall apply only to Global Securities Notes deposited with the TrusteeNotes Custodian, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(dSECTION 2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(5SECTION 2.1(g)(4) and 2.1(f2.1(h). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(fSECTION 2.1(h) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(fSECTION 2.1(h), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesSecond Lien Notes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-book entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) . Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) . Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global Security. (3) Note. In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) . In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee Registrar for cancellation, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) . The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the Securities. (6) Notes. Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry book‑entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities deposited with the Trustee, as custodian for DTCSecurities Custodian. (1ii) Each Global Security initially shall (x) be registered in the name of DTC or Cede & Co. as the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC Securities Custodian and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the Depositary, its successors or their respective nominees, except as set forth in Section 2.1(e)(52.1(e)(v) and 2.1(f). If a beneficial interest in a Global Security is transferred or exchanged for a beneficial interest in another Global Security, the Trustee will (x) record a decrease in the principal amount of the Global Security being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global Security. Any beneficial interest in one Global Security that is transferred to a Person who takes delivery in the form of an interest in another Global Security, or exchanged for an interest in another Global Security, will, upon transfer or exchange, cease to be an interest in such Global Security and become an interest in the other Global Security and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“"Agent Members”") shall have no rights under this Indenture with respect to any Global Security held on their behalf by DTC or by the Trustee as the custodian of DTC Securities Custodian or under such Global Security, and DTC may be treated by the IssuersIssuer, the Guarantors, the Trustee and any agent of the Issuers Issuer, the Guarantors or the Trustee as the absolute owner of such Global Security for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Guarantors, the Trustee or any agent of the Issuers Issuer, the Guarantors or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global Security. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive Securities, the Securities Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security in an amount equal to the principal amount of the beneficial interest in the Global Security to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities of like tenor and amount. (4v) In connection with the transfer of an entire Global Security to beneficial owners pursuant to Section 2.1(f), such Global Security shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global Security, an equal aggregate principal amount of Definitive Securities of authorized denominations. (5vi) The registered Holder of a Global Security may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the Securities. (6vii) Any Holder of a Global Security shall, by acceptance of such Global Security, agree that transfers of beneficial interests in such Global Security may be effected only through a book-entry system maintained by (a) the Holder of such Global Security (or its agent) or (b) any Holder holder of a beneficial interest in such Global Security, and that ownership of a beneficial interest in such Global Security shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.1(g) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(g)(4) and 2.1(f2.1(h). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.1(h) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.1(g), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry book‑entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.1(h) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(h)(4) and 2.1(f2.1(i). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.1(i) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and upon receipt of an Issuer Order the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.1(i), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and upon receipt of an Issuer Order the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.01(f) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1A) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.01(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.01(f)(i)(D) and 2.1(fSection 2.01(g). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2B) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3C) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.01(g) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4D) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.01(g), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5E) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6F) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.1(g) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(g)(4) and 2.1(f2.1(h). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.1(h) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.1(h), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry book‑entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1ii) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(v) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global SecurityNote. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4v) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5vi) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6vii) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (a) the Holder of such Global Security Note (or its agent) or (b) any Holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. This Section 2.1(eSECTION 2.1(g) shall apply only to Global Securities Notes deposited with the TrusteeNotes Custodian, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(dSECTION 2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(5SECTION 2.1(g)(4) and 2.1(f2.1(h). If a beneficial interest in a Global Security Note of a series is transferred or exchanged for a beneficial interest in another Global SecurityNote of such series, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note of a series that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote of such series, or exchanged for an interest in another Global SecurityNote of such series, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(fSECTION 2.1(h) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(fSECTION 2.1(h), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesFirst Lien Notes of the applicable series. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-book entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.02(c) shall apply only to Global Securities Notes deposited with or on behalf of the Trustee, as custodian for DTCDepositary. (1ii) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.02(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their respective nominees, except as set forth in Section 2.1(e)(5) and 2.1(f2.07(a)(i). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global SecurityNote, and DTC may shall be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive Securities, the Securities Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security in an amount equal to the principal amount of the beneficial interest in the Global Security to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities of like tenor and amount. (4) In connection with the transfer of an entire Global Security to beneficial owners pursuant to Section 2.1(f), such Global Security shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global Security, an equal aggregate principal amount of Definitive Securities of authorized denominations. (5) The registered Holder of a Global Security may grant proxies and otherwise authorize any Person, including Agent Members and Persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the Securities. (6) Any Holder of a Global Security shall, by acceptance of such Global Security, agree that transfers of beneficial interests in such Global Security may be effected only through a book-entry system maintained by (a) the Holder of such Global Security (or its agent) or (b) any Holder of a beneficial interest in such Global Security, and that ownership of a beneficial interest in such Global Security shall be required to be reflected in a book entry.

Book-Entry Provisions. This Section 2.1(e2.1(g) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(g)(4) and 2.1(f2.1(h). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.1(h) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.1(h), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.1(g) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(5Sec- tion 2.1(g)(4) and 2.1(f2.1(h). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial benefi- cial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange ex- change and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in- terest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another an- other Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordinglyaccording- ly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable applica- ble to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issu- er or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.1(h) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Custodian Notes Custo- dian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferredtrans- ferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.1(h), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers trans- fers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained main- tained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected reflect- ed in a book entry.

Book-Entry Provisions. This Section 2.1(e2.01(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTCNotes Custodian. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC Notes Custodian and (z) bear legends as set forth in Section 2.1(d2.01(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.01(e)(4) and 2.1(f2.01(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.01(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.01(f), such Global Security Note shall be deemed to be surrendered to the Trustee Registrar for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. This Section 2.1(e‎Section 2.1(g) shall apply only to Global Securities Notes deposited with the TrusteeNotes Custodian, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d‎Section 2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(g)(3) and 2.1(f‎2.1(h). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersCompany, the Trustee and any agent of the Issuers Company or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersCompany, the Trustee or any agent of the Issuers Company or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f‎Section 2.1(h) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f‎Section 2.1(h), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Company shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-book entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities deposited with the Trustee, as custodian for DTCSecurities Custodian. (1ii) Each Global Security initially shall (x) be registered in the name of DTC or Cede & Co. as the nominee of DTC, (y) be delivered to the Trustee as custodian for DTC Securities Custodian and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the Depositary, its successors or their respective nominees, except as set forth in Section 2.1(e)(52.1(e)(v) and 2.1(f). If a beneficial interest in a Global Security is transferred or exchanged for a beneficial interest in another Global Security, the Trustee will (x) record a decrease in the principal amount of the Global Security being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global Security. Any beneficial interest in one Global Security that is transferred to a Person who takes delivery in the form of an interest in another Global Security, or exchanged for an interest in another Global Security, will, upon transfer or exchange, cease to be an interest in such Global Security and become an interest in the other Global Security and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security for as long as it remains such an interest. (2iii) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security held on their behalf by DTC or by the Trustee as the custodian of DTC Securities Custodian or under such Global Security, and DTC may be treated by the IssuersIssuer, the Guarantors, the Trustee and any agent of the Issuers Issuer, the Guarantors or the Trustee as the absolute owner of such Global Security for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Guarantors, the Trustee or any agent of the Issuers Issuer, the Guarantors or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global Security. (3iv) In connection with any transfer of a portion of the beneficial interest in a Global Security pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive Securities, the Securities Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security in an amount equal to the principal amount of the beneficial interest in the Global Security to be transferred, and the Issuers Issuer shall execute, and upon receipt of an Issuer Order the Trustee shall authenticate and make available for delivery, one or more Definitive Securities of like tenor and amount. (4v) In connection with the transfer of an entire Global Security to beneficial owners pursuant to Section 2.1(f), such Global Security shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and upon receipt of an Issuer Order the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global Security, an equal aggregate principal amount of Definitive Securities of authorized denominations. (5vi) The registered Holder of a Global Security may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the Securities. (6vii) Any Holder of a Global Security shall, by acceptance of such Global Security, agree that transfers of beneficial interests in such Global Security may be effected only through a book-entry system maintained by (a) the Holder of such Global Security (or its agent) or (b) any Holder holder of a beneficial interest in such Global Security, and that ownership of a beneficial interest in such Global Security shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC, and for which the applicable procedures of DTC shall govern. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.1(d)(2). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the Issuers, the Trustee Trustee, the Collateral Agent and any agent of the Issuers Issuers, the Trustee or the Trustee Collateral Agent as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee Trustee, the Collateral Agent or any agent of the Issuers Issuers, the Trustee or the Trustee Collateral Agent from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.1(h) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(h)(4) and 2.1(f2.1(i). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.1(i) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and upon receipt of an Issuer Order the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.1(i), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and upon receipt of an Issuer Order the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry book‑entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. This Section 2.1(e1 (c) shall apply only to all Global Securities. The Issuer shall execute and the Fiscal Agent shall, in accordance with this Section 1(c), authenticate and deliver one or more Global Securities deposited with the Trusteeas required to be issued pursuant to Section 1(b) hereof, as custodian for DTC. which (1A) Each Global Security initially shall (x) be registered in the name of DTC the Depositary or its nominee, (B) shall be delivered by the Fiscal Agent to the Depositary or pursuant to the Depositary's instructions and (C) shall bear legends substantially to the following effect: "Unless this Security is presented by an authorized representative of [insert name of Depositary] to the Issuer or its agent for registration of transfer, exchange or payment, and any Security issued in exchange for this Security or any portion hereof is registered in the name of [insert name of nominee of DTCDepositary] or in such other name as is requested by an authorized representative of [insert name of Depositary] (and any payment is made to [insert name of nominee of Depositary] or to such other entity as is requested by an authorized representative of [insert name of Depositary]), (y) ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON OTHER THAN [insert name of Depositary] OR A NOMINEE THEREOF IS WRONGFUL inasmuch as the registered owner hereof, [insert name of nominee of Depositary], has an interest herein." "This Security is a Global Security within the meaning of the Fiscal Agency Agreement referred to hereinafter. This Global Security may not be delivered to exchanged, in whole or in part, for a Security registered in the Trustee as custodian for DTC and (z) bear legends as name of any person other than [insert name of Depositary] or a nominee thereof, except in the limited circumstances set forth in Section 2.1(d). Transfers 5 of a Global Security (but the Fiscal Agency Agreement, and may not a beneficial interest therein) will be limited to transfers thereof transferred, in whole, but not whole or in part, to except in accordance with the Depositary, its successors or their respective nominees, except as restrictions set forth in Section 2.1(e)(56(b) and 2.1(f)of the Fiscal Agency Agreement. If a beneficial interest Beneficial interests in a this Global Security is may not be transferred or exchanged for a beneficial interest except in another Global Security, the Trustee will (xaccordance with Section 6(b) record a decrease in the principal amount of the Global Security being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global Security. Any beneficial interest in one Global Security that is transferred to a Person who takes delivery in the form of an interest in another Global Security, or exchanged for an interest in another Global Security, will, upon transfer or exchange, cease to be an interest in such Global Security and become an interest in the other Global Security and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security for as long as it remains such an interestFiscal Agency Agreement. (2) Members " Neither any members of, or participants in, DTC the Depositary (“"Agent Members”") shall have no rights under this Indenture with respect to nor any Global Security held other persons on their behalf by DTC or by the Trustee as the custodian of DTC or under such Global Security, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder of a beneficial interest in any Global Security. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive Securities, the Securities Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security in an amount equal to the principal amount of the beneficial interest in the Global Security to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities of like tenor and amount. (4) In connection with the transfer of an entire Global Security to beneficial owners pursuant to Section 2.1(f), such Global Security shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global Security, an equal aggregate principal amount of Definitive Securities of authorized denominations. (5) The registered Holder of a Global Security may grant proxies and otherwise authorize any Person, including Agent Members and Persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the Securities. (6) Any Holder of a Global Security shall, by acceptance of such Global Security, agree that transfers of beneficial interests in such Global Security may be effected only through a book-entry system maintained by (a) the Holder of such Global Security (or its agent) or (b) any Holder of a beneficial interest in such Global Security, and that ownership of a beneficial interest in such Global Security shall be required to be reflected in a book entry.whose

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for the DTC.: (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of the DTC or under such Global SecurityNote, and DTC or under such Global Notes, and DTC may be treated by the IssuersIssuer, the Trustee and any agent of the Issuers Issuer or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee or any agent of the Issuers Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of the DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e2.1(h) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.1(e). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(h)(4) and 2.1(f2.1(i). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the Issuers, the Trustee and any agent of the Issuers or the Trustee as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the Issuers, the Trustee or any agent of the Issuers or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f2.1(i) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f2.1(i), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.

Book-Entry Provisions. (i) This Section 2.1(e) shall apply only to Global Securities Notes deposited with the Trustee, as custodian for DTC, and for which the applicable procedures of DTC shall govern. (1) Each Global Security Note initially shall (x) be registered in the name of DTC or the nominee of DTC, (y) be delivered to the Trustee as custodian Notes Custodian for DTC and (z) bear legends as set forth in Section 2.1(d2.1(d)(2). Transfers of a Global Security Note (but not a beneficial interest therein) will be limited to transfers thereof in whole, but not in part, to the DepositaryDTC, its successors or their its respective nominees, except as set forth in Section 2.1(e)(52.1(e)(4) and 2.1(f). If a beneficial interest in a Global Security Note is transferred or exchanged for a beneficial interest in another Global SecurityNote, the Trustee Notes Custodian will (x) record a decrease in the principal amount of the Global Security Note being transferred or exchanged equal to the principal amount of such transfer or exchange and (y) record a like increase in the principal amount of the other Global SecurityNote. Any beneficial interest in one Global Security Note that is transferred to a Person who takes delivery in the form of an interest in another Global SecurityNote, or exchanged for an interest in another Global SecurityNote, will, upon transfer or exchange, cease to be an interest in such Global Security Note and become an interest in the other Global Security Note and, accordingly, will thereafter be subject to all transfer and exchange restrictions, if any, and other procedures applicable to beneficial interests in such other Global Security Note for as long as it remains such an interest. (2) Members of, or participants in, DTC (“Agent Members”) shall have no rights under this Indenture with respect to any Global Security Note held on their behalf by DTC or by the Trustee Notes Custodian as the custodian of DTC or under such Global SecurityNote, and DTC may be treated by the IssuersIssuer, the Trustee Trustee, the Collateral Agent and any agent of the Issuers Issuer, the Trustee or the Trustee Collateral Agent as the absolute owner of such Global Security Note for all purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent the IssuersIssuer, the Trustee Trustee, the Collateral Agent or any agent of the Issuers Issuer, the Trustee or the Trustee Collateral Agent from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices of DTC governing the exercise of the rights of a Holder holder of a beneficial interest in any Global SecurityNote. (3) In connection with any transfer of a portion of the beneficial interest in a Global Security Note pursuant to Section 2.1(f) to beneficial owners who are required to hold Definitive SecuritiesNotes, the Securities Notes Custodian shall reflect on its books and records the date and a decrease in the principal amount of such Global Security Note in an amount equal to the principal amount of the beneficial interest in the Global Security Note to be transferred, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, one or more Definitive Securities Notes of like tenor and amount. (4) In connection with the transfer of an entire Global Security Note to beneficial owners pursuant to Section 2.1(f), such Global Security Note shall be deemed to be surrendered to the Trustee for cancellation, and the Issuers Issuer shall execute, and the Trustee shall authenticate and make available for delivery, to each beneficial owner identified by DTC in exchange for its beneficial interest in such Global SecurityNote, an equal aggregate principal amount of Definitive Securities Notes of authorized denominations. (5) The registered Holder of a Global Security Note may grant proxies and otherwise authorize any Personperson, including Agent Members and Persons persons that may hold interests through Agent Members, to take any action which a Holder is entitled to take under this Indenture or the SecuritiesNotes. (6) Any Holder of a Global Security Note shall, by acceptance of such Global SecurityNote, agree that transfers of beneficial interests in such Global Security Note may be effected only through a book-entry system maintained by (ai) the Holder of such Global Security Note (or its agent) or (bii) any Holder holder of a beneficial interest in such Global SecurityNote, and that ownership of a beneficial interest in such Global Security Note shall be required to be reflected in a book entry.