Common use of Execution and Authentication Clause in Contracts

Execution and Authentication. The Notes shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes shall (a) Each Note shall, upon issuance pursuant to Section 2.2, be executed on behalf of the Issuer by two Officers an Authorized Officer of the IssuerIssuer and delivered by the Issuer to the Trustee for authentication and redelivery as provided herein. The signature of any of these Officers each such Authorized Officer on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an Authorized Officer of the Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid nevertheless. valid. (b) At any time and from time to time after the execution and delivery of this Base Indenture, the Issuer may deliver Notes of any particular Series (issued pursuant to Section 2.2) executed by the Issuer to the Trustee for authentication, together with one or more Company Orders for the authentication and delivery of such Notes, and the Trustee, in accordance with such Company Order and this Base Indenture, shall authenticate and deliver such Notes. (c) No Note shall be entitled to any benefit under this the Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein below, duly executed by the Trustee by the manual signature, and signature of a Trust Officer. Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of under this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Base Indenture. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in limited by the term of such appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Base Indenture to authentication by the Trustee includes authentication by such authenticating agent. An authenticating agent has The Trustee’s certificate of authentication shall be in substantially the same rights as an Agent to deal with the Issuer and Affiliates following form: “This is one of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes Notes of this a Series issued under the within mentioned Indenture. Notes UMB Bank, N.A., as Trustee By: Authorized Signatory” (d) Each Note shall be issuable only in registered form without coupons in denominations dated and issued as of €100,000 and any integral multiple the date of €1,000 in excess thereofits authentication by the Trustee.

Execution and Authentication. The Two Officers shall sign, or one Officer shall sign and one Officer (each of whom shall, in each case, have been duly authorized by all requisite corporate actions) shall attest to, the Notes shall be executed on behalf of for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in denominations of €100,000 $2,000 and any integral multiple multiples of €$1,000 in excess thereof.

Execution and Authentication. The Two Officers shall sign, or one Officer shall sign and one Officer (each of whom shall, in each case, have been duly authorized by all requisite corporate actions) shall attest to, the Notes shall be executed on behalf of for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in denominations of €100,000 $2,000 and any integral multiple multiples of €$1,000 in excess thereof.

Execution and Authentication. The Two Officers shall sign, or one Officer shall sign and one Officer (each of whom shall, in each case, have been duly authorized by all requisite corporate actions) shall attest to, the Notes shall be executed on behalf for each of the Issuer Issuers by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerIssuers, and the Issuer Issuers shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer Issuers and Affiliates of the IssuerIssuers. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in denominations of €100,000 $1,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes One Officer shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on sign the Notes may be manual, facsimile, .pdf attachment for the Company by manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. At any time and from time to time after the execution and delivery of this Indenture, the Company may deliver Notes executed by the Company to the Trustee for authentication, together with a Company Request for authentication and delivery of such Notes, and the Trustee, in accordance with such Company Request, shall authenticate and deliver such Notes. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerCompany, and the Issuer Company shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Upon prior notice to, and approval by (which approval shall not be unreasonably withheld), the Company, the Trustee may appoint one or more an authenticating agents reasonably acceptable to the Issuer agent to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer Company and Affiliates of the IssuerCompany. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes (a) Each Security shall be executed by manual or facsimile signature by the Issuer. Securities bearing the manual or facsimile signature of the individual who was, at the time when such signature was affixed, authorized to sign on behalf of the Issuer by two Officers of shall not be rendered invalid, notwithstanding that such individual has ceased to be so authorized prior to the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time authentication and delivery of such execution but no longer holds that Securities or does not hold such office at the time the Trustee authenticates the Note, the Note shall be valid neverthelessdate of such Securities. No Note Securities shall be entitled to any benefit under this Indenture Indenture, or be valid or obligatory for any purpose purpose, unless there appears on such Note Security a certificate of authentication substantially in the form provided for herein herein, duly executed by or on behalf of the Indenture Trustee by the manual signaturesignature of a duly authorized signatory, and such certificate upon any Note Security shall be conclusive evidence, and the only evidence, that such Note Security has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note . (b) The Issuer shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, execute and the Indenture Trustee shall authenticate and deliver the Securities having the terms specified herein, upon the receipt of an Issuer Order, to the purchasers thereof, the underwriters for sale or to the Issuer for initial retention by it. The Issuer shall execute and the Indenture Trustee shall authenticate and deliver such each Global Note that is issued upon original issuance thereof, upon the receipt of an Issuer Order against payment of the purchase price therefor. The Issuer shall execute and the Indenture Trustee shall authenticate Book-Entry Notes that are issued upon original issuance thereof, upon the receipt of an Issuer Order, to the Trustee for cancellation a Clearing Agency or its nominee as provided in Section 2.12, for all purposes 2.16 against payment of this Indenture such Note the purchase price thereof. (c) All Securities shall be deemed never to have been authenticated dated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights issued as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes date of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereoftheir authentication.

Execution and Authentication. The One Officer shall sign the Notes shall be executed on behalf of for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. At any time and from time to time after the execution and delivery of this Indenture, the Issuer may deliver Notes executed by the Issuer to the Trustee for authentication, together with a Company Request for authentication and delivery of such Notes, and the Trustee, in accordance with such Company Request, shall authenticate and deliver such Notes. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Upon prior notice to, and approval by (which approval shall not be unreasonably withheld), the Issuer, the Trustee may appoint one or more an authenticating agents reasonably acceptable to the Issuer agent to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Two Officers shall sign, or one Officer shall sign and one Officer (each of whom shall, in each case, have been duly authorized by all requisite corporate actions) shall attest to, the Notes shall be executed on behalf of for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signaturesignature of an authorized officer, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in minimum denominations of €100,000 $2,000 and any integral multiple multiples of €1,000 in excess thereof$1,000.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer by two Officers one Officer of the Issuer. The signature of any of these Officers such Officer on the Notes may be manual, facsimile, .pdf attachment facsimile or other electronically transmitted signatureelectronic (including “.pdf”). If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual manual, facsimile or electronic (including “.pdf”) signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in minimum denominations of €100,000 $2,000 and any integral multiple of €$1,000 in excess thereof.

Execution and Authentication. The At least one Officer of each of the Issuer and the Co-Issuer shall execute the Notes shall be executed on behalf of the Issuer and the Co-Issuer, as applicable, by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment facsimile or other electronically transmitted electronic (including “.pdf”) signature. If an Officer of the Issuer or the Co-Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall nevertheless be valid neverthelessvalid. No A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed of Exhibit A hereto, by the Trustee by manual signature, and such certificate upon any Note signature of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunderunder this Indenture. Notwithstanding On the foregoingIssue Date, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee shall, upon receipt of an Issuers’ Order (an “Authentication Order”), authenticate and deliver the Initial Notes in the aggregate principal amount or amounts specified in such Authentication Order. In addition, at any time, from time to time, the Trustee shall, upon receipt of an Authentication Order, authenticate and deliver any Additional Notes for cancellation as provided an aggregate principal amount specified in Section 2.12, such Authentication Order for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this IndentureAdditional Notes issued or increased hereunder. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Holders or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofIssuers.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer by two Officers an Officer of the Issuer. The signature of any of these Officers on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Each series of Notes shall be issuable only in registered form without coupons in denominations of €100,000 $2,000 and any integral multiple multiples of €$1,000 in excess thereofof $2,000.

Execution and Authentication. The At least one Officer of each of the Issuer and the Co-Issuer shall execute the Notes shall be executed on behalf of the Issuer and the Co-Issuer, as applicable, by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment facsimile or other electronically transmitted electronic (including “.pdf”) signature. If an Officer of the Issuer or the Co-Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall nevertheless be valid neverthelessvalid. No A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed of Exhibit A hereto, by the Trustee by manual signature, and such certificate upon any Note signature of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunderunder this Indenture. Notwithstanding On the foregoingIssue Date, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee shall, upon receipt of an Issuers’ Order (an “Authentication Order”), authenticate and deliver the Initial Notes in the aggregate principal amount or amounts specified in such Authentication Order. In addition, at any time, from time to time, the Trustee shall, upon receipt of an Authentication Order, authenticate and deliver any Additional Notes for cancellation as provided an aggregate principal amount specified in Section 2.12, such Authentication Order for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this IndentureAdditional Notes issued or increased hereunder. The Trustee may appoint one or more an authenticating agents reasonably agent (an “Authentication Agent”) acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent Authentication Agent has the same rights as an Agent to deal with the Issuer and Affiliates Holders or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofIssuers.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer by two Officers an Officer of the Issuer. The signature of any of these Officers the Officer on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted signaturedigital. If an the Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual or digital signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to agents, at the Issuer expense of the Issuer, to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 $2,000 and any integral multiple of €$1,000 in excess thereof.

Execution and Authentication. (A) The Notes Bonds shall be executed in the name of the Trust by the manual or facsimile signature of the Executive Director or other Authorized Officer of the Trust, and its corporate seal (or a facsimile thereof) shall be thereunto affixed, imprinted, engraved or otherwise reproduced, and attested by the manual or facsimile signature of an Authorized Officer. In case any one or more of the officers who shall have signed any of the Bonds shall cease to be such officer before the Bonds so signed and sealed shall have been actually authenticated and delivered by the Master Trustee, such Bonds may, nevertheless, be authenticated and delivered as herein provided, and may be issued as if the persons who signed or sealed such Bonds had not ceased to hold such offices. Any Bond of a Series may be signed and sealed on behalf of the Issuer Trust by two Officers such persons as at the actual time of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time execution of such execution but no longer holds that Bond shall be duly authorized or hold the proper office at the time Trust, although at the Trustee authenticates date of the NoteBonds of such Series such persons may not have been so authorized or have held such office. (B) The Bonds of each Series shall bear thereon a certificate of authentication, in substantially the Note shall be valid neverthelessfollowing form, executed manually by the Master Trustee. No Note Only such Bonds as bear such certificate of authentication shall be entitled to any right or benefit under this Indenture or Trust Agreement and no Bond shall be valid or obligatory for any purpose unless there appears on until such Note a certificate of authentication substantially in the form provided for herein shall have been duly executed by the Master Trustee. Such certificate of the Master Trustee by manual signature, and such certificate upon any Note Bond shall be conclusive evidence, and evidence that the only evidence, that such Note Bond so authenticated has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, under this Trust Agreement and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be Registered Owner thereof is entitled to the benefits of this Indenture. The Trustee may appoint Trust Agreement: This bond is one or more authenticating agents reasonably acceptable to of the Issuer to authenticate Bonds of the Notes. Unless otherwise provided Massachusetts Clean Water Trust described in the appointment, an authenticating agent may authenticate Trust Agreement and in the Notes whenever the Trustee may do so. Each reference Supplemental Trust Agreement defined in this Indenture to authentication by the Trustee includes authentication by such agentbond. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.By: Authorized Signatory

Execution and Authentication. The One Officer, who shall have been duly authorized by all requisite corporate actions, shall sign the Notes shall be executed on behalf of for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment facsimile or other electronically transmitted electronic image scan signature. If an the Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to with the consent of the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in denominations of €100,000 $2,000 and any integral multiple multiples of €$1,000 in excess thereofof $2,000.

Execution and Authentication. The (a) At least one Authorized Officer shall execute the Notes shall be executed on behalf of the Issuer Company by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Authorized Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Notea Note is authenticated, the Note shall nevertheless be valid nevertheless. No valid. (b) A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed in Exhibit A attached hereto by the Trustee by manual signature, and such certificate upon any Note signature of an authorized signatory of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding under this Indenture. (c) On the foregoingIssue Date, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee shall, upon receipt of a written order of the Company signed by an Authorized Officer (an “Authentication Order”), authenticate and deliver the Initial Notes. In addition, at any time and from time to time, the Trustee shall, upon receipt of an Authentication Order, authenticate and deliver any Additional Notes in an aggregate principal amount specified in such Authentication Order for cancellation as provided such Additional Notes issued hereunder and, in the case of any issuance of Additional Notes pursuant to Section 2.122.01, for all purposes of this Indenture such Note Authentication Order shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. certify that such issuance is in compliance with Section 4.09. (d) The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Holders or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofCompany.

Execution and Authentication. The An Officer (who shall, in each case, have been duly authorized by all requisite corporate actions) shall sign the Notes shall be executed on behalf of for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment electronic or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signaturesignature of an authorized officer, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in minimum denominations of €100,000 $2,000 and any integral multiple multiples of €$1,000 in excess thereof.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer Company by two Officers its Chairman of the IssuerBoard, Chief Executive Officer, Chief Financial Officer, President, any Vice President or Treasurer. The signature of any of these Officers officers on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an Officer officer whose signature is on a Note was an Officer officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerCompany, and the Issuer Company shall deliver such Note to the Trustee for cancellation as provided in Section 2.122.12 hereof, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable At any time and from time to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer time after execution and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes delivery of this Indenture, subject to the terms of this Indenture, the Trustee shall, upon written order of the Company in the form of a Company Order, authenticate and deliver Notes. Each such written order shall specify the amount of Notes shall to be issuable only in registered form without coupons in denominations of €100,000 authenticated and any integral multiple of €1,000 in excess thereofthe date on which the Notes are to be authenticated.

Execution and Authentication. The At least one Officer shall execute the Notes shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Notea Note is authenticated, the Note shall nevertheless be valid neverthelessvalid. No A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed of Exhibit A by the Trustee by manual signature, and such certificate upon any Note signature of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunderunder this Indenture. Notwithstanding On the foregoingIssue Date, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee shall, upon receipt of an Issuer Order (an “Authentication Order”), authenticate and deliver the Initial Notes. In addition, at any time, from time to time, the Trustee shall, upon receipt of an Authentication Order, authenticate and deliver any Additional Notes for cancellation as provided an aggregate principal amount specified in Section 2.12, such Authentication Order for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this IndentureAdditional Notes issued hereunder. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Holders or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes The Trustee shall have the right to decline to authenticate and deliver any Notes if (a) the Trustee, being advised by counsel, determines, in its reasonable discretion, that such action may not be taken lawfully, or (b) the Trustee in good faith by its Board or trustees, executive committee or a trust committee of this Indenture. Notes directors and/or Responsible Officers shall be issuable only determine, in registered form without coupons in denominations its reasonable discretion, that such action would expose the Trustee to personal liability to Holders of €100,000 and any integral multiple of €1,000 in excess thereofthen outstanding Notes.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer Issuers by two Officers of the each Issuer. The signature of any of these Officers on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerIssuers, and the Issuer Issuers shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer Issuers and Affiliates of the IssuerIssuers. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 $1,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes shall be executed by at least one Officer of the Issuer in accordance with the Issuer’s articles of association or other organizational documents or resolutions of the Board of Directors of the Issuer on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Notea Note is authenticated, the Note shall nevertheless be valid neverthelessvalid. No A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed of Exhibit A attached hereto, as the case may be, by the Trustee by manual signature, and such certificate upon any Note signature of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunderunder this Indenture. Notwithstanding On the foregoingIssue Date, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee shall, upon receipt of an Issuer Order (an “Authentication Order”), authenticate and deliver the Initial Notes. In addition, at any time, from time to time, the Trustee shall upon an Authentication Order authenticate and deliver any Additional Notes for cancellation as provided an aggregate principal amount specified in Section 2.12, such Authentication Order for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this IndentureAdditional Notes issued hereunder. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Holders or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. (a) One Officer of the Company shall sign the Notes for the Company by manual or facsimile signature. (b) The Trustee shall, upon a written order of the Company signed by an Officer of the Company (an “Authentication Order”) delivered to the Trustee from time to time, authenticate and deliver Notes for original issue without limit as to the aggregate principal amount thereof, subject to compliance with Section 4.07, of which $350.0 million will be issued on the date of this Indenture. (c) Upon receipt of an Authentication Order, the Trustee shall authenticate for original issue Exchange Notes in exchange for Initial Notes in an aggregate principal amount not to exceed $350.0 million or Exchange Notes in exchange for Additional Notes; provided that such Exchange Notes shall be executed on behalf issuable only upon the valid surrender for cancellation of Initial Notes or Additional Notes, as the Issuer by two Officers case may be, of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signature. a like aggregate principal amount in accordance with an Exchange Offer pursuant to an applicable Registration Rights Agreement. (d) If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Notea Note is authenticated, the Note shall nevertheless be valid. (e) A Note shall not be valid neverthelessuntil authenticated by the manual signature of the Trustee. No Note Such signature shall be entitled to any benefit conclusive evidence that the Note has been authenticated under this Indenture. (f) The aggregate principal amount of Notes which may be authenticated and delivered under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. is unlimited. (g) The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Holders or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofCompany.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer by two Officers one Officer of the Issuer. The signature of any of these Officers such Officer on the Notes may be manual, facsimile, .pdf attachment facsimile or other electronically transmitted signatureelectronic (including “.pdf”). If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual manual, facsimile or electronic (including “.pdf”) signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 $2,000 and any integral multiple of €$1,000 in excess thereof.

Execution and Authentication. The Notes shall (a) Each Note shall, upon issuance pursuant to Section 2.2, be executed on behalf of the Co-Issuers by an Authorized Officer of each Co-Issuer and delivered by two Officers of the IssuerCo-Issuers to the Trustee for authentication and redelivery as provided herein. The signature of any of these Officers each such Authorized Officer on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an Authorized Officer of any Co-Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid nevertheless. valid. (b) At any time and from time to time after the execution and delivery of this Base Indenture, the Co-Issuers may deliver Notes of any particular Series (issued pursuant to Section 2.2) executed by the Co-Issuers to the Trustee for authentication, together with one or more Company Orders for the authentication and delivery of such Notes, and the Trustee, in accordance with such Company Order and this Base Indenture, shall authenticate and deliver such Notes. (c) No Note shall be entitled to any benefit under this the Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein below, duly executed by the Trustee by the manual signature, and signature of a Trust Officer. Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated under this Base Indenture. The Trustee may appoint an authenticating agent acceptable to the Co-Issuers to authenticate Notes. Unless limited by the term of such appointment, an authenticating agent may authenticate Notes whenever the Trustee may do so. Each reference in this Base Indenture to authentication by the Trustee includes authentication by such authenticating agent. The Trustee’s certificate of authentication shall be in substantially the following form: “This is one of the Notes of a Series issued under the within mentioned Indenture. Citibank, N.A., as Trustee By: Authorized Signatory” (d) Each Note shall be dated and delivered hereunder. issued as of the date of its authentication by the Trustee. (e) Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerCo-Issuers, and the Issuer Co-Issuers shall deliver such Note to the Trustee for cancellation as provided in Section 2.122.14 together with a written statement to the Trustee and the Servicer (which need not comply with Section 14.3) stating that such Note has never been issued and sold by the Co-Issuers, for all purposes of this the Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never not be entitled to the benefits of this the Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The One Officer (or in the case of the Notes issued on the Issue Date, two Officers) shall be executed on behalf of sign the Notes for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in minimum denominations of €100,000 $2,000 and any integral multiple multiples of €$1,000 in excess thereof.

Execution and Authentication. The Two members of the Board of Directors shall sign the Global Notes and two Officers shall be executed on behalf of sign the Definitive Registered Certificates for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If a member of the Board of Directors or an Officer Officer, as the case may be, whose signature is on a Note was an Officer at the time of such execution but or Definitive Registered Certificate no longer holds that such office at the time the Trustee authenticates the NoteNote or Definitive Registered Certificate, as applicable, the Note or Definitive Registered Certificate, as applicable, shall be valid nevertheless. No A Global Note or Definitive Registered Certificate shall be entitled to any benefit under this Indenture or not be valid until an authorized signatory of the Trustee manually (or obligatory for any purpose unless there appears on such Note with respect to a Definitive Registered Certificate, manually or by facsimile) signs the certificate of authentication substantially in on the form provided for herein executed by the Trustee by manual signatureNote or Definitive Registered Certificate, and such certificate upon any Note as applicable. The signature shall be conclusive evidence, and evidence that the only evidence, that such Global Note or Definitive Registered Certificate has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of under this Indenture. The Trustee shall authenticate and make available for delivery Notes and Definitive Registered Certificates as set forth in Appendix A. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer to authenticate the NotesNotes and Definitive Registered Certificates. Any such appointment shall be evidenced by an instrument signed by a Trust Officer, a copy of which shall be furnished to the Issuer. Unless otherwise provided in limited by the terms of such appointment, an authenticating agent may authenticate the Notes and Definitive Registered Certificates whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each any Registrar, Paying Agent is designated as an authenticating or agent for purposes service of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 notices and any integral multiple of €1,000 in excess thereofdemands.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer by two Officers an Officer of the Issuer. The signature of any of these Officers the Officer on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an the Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to agents, at the Issuer expense of the Issuer, to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 $2,000 and any integral multiple of €$1,000 in excess thereof.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer Company by two Officers its Chairman of the IssuerBoard, Chief Executive Officer (or Acting Chief Executive Officer), Chief Financial Officer, President, any Executive Vice President, any Senior Vice President, any Vice President or Treasurer. The signature of any of these Officers officers on the Notes may be manual, facsimile, .pdf attachment facsimile or other electronically transmitted signaturein electronic form. If an Officer officer whose signature is on a Note was an Officer officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerCompany, and the Issuer Company shall deliver such Note to the Trustee for cancellation as provided in Section 2.122.12 hereof, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable At any time and from time to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer time after execution and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes delivery of this Indenture, subject to the terms of this Indenture, the Trustee shall, upon written order of the Company in the form of a Company Order, authenticate and deliver Notes. Each such written order shall specify the amount of Notes shall to be issuable only in registered form without coupons in denominations of €100,000 authenticated and any integral multiple of €1,000 in excess thereofthe date on which the Notes are to be authenticated.

Execution and Authentication. The At least one Officer of each of the Issuer and the Co-Issuer shall execute the Notes shall be executed on behalf of the Issuer and the Co-Issuer, as applicable, by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment facsimile or other electronically transmitted electronic (including “.pdf”) signature. If an Officer of the Issuer or the Co-Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall nevertheless be valid neverthelessvalid. No A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed of Exhibit A hereto, by the Trustee by manual signature, and such certificate upon any Note signature of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunderunder this Indenture. Notwithstanding On the foregoingIssue Date, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee shall, upon receipt of an Issuers’ Order (an “Authentication Order”), authenticate and deliver the Initial Notes in the aggregate principal amount or amounts specified in such Authentication Order. In addition, at any time, from time to time, the Trustee shall, upon receipt of an Authentication Order, authenticate and deliver any Additional Notes or Exchange Notes for cancellation as provided an aggregate principal amount specified in Section 2.12, such Authentication Order for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this IndentureAdditional Notes or Exchange Notes issued or increased hereunder. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Holders or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofIssuers.

Execution and Authentication. (a) The Notes shall (other than Uncertificated Notes) shall, upon issuance pursuant to Section 2.2, be executed on behalf of the Master Issuer by two Officers an Authorized Officer of the IssuerMaster Issuer and delivered by the Master Issuer to the Trustee for authentication and redelivery as provided herein. The signature of any of these Officers each such Authorized Officer on the Notes may be manual, scanned or facsimile, .pdf attachment or other electronically transmitted signature. If an Authorized Officer of the Master Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid nevertheless. valid. (b) At any time and from time to time after the execution and delivery of this Base Indenture, the Master Issuer may deliver Notes (other than Uncertificated Notes) of any particular Series (issued pursuant to Section 2.2) executed by the Master Issuer to the Trustee for authentication, together with one or more Company Orders for the authentication and delivery (or registration in the case of Uncertificated Notes) of such Notes, and the Trustee, in accordance with such Company Order and this Base Indenture, shall authenticate and deliver such Notes (or register such Notes, in the case of Uncertificated Notes). (c) No Note (other than Uncertificated Notes) shall be entitled to any benefit under this the Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein below, duly executed by the Trustee by the manual signaturesignature of a Trust Officer (and a Luxembourg agent (the “Luxembourg Agent”), and if the Notes of the Series to which such Note belongs are listed on the Luxembourg Stock Exchange). Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated under this Base Indenture. The Trustee may appoint an authenticating agent acceptable to the Master Issuer to authenticate Notes. Unless limited by the term of such appointment, an authenticating agent may authenticate Notes whenever the Trustee may do so. Each reference in this Base Indenture to authentication by the Trustee includes authentication by such authenticating agent. The Trustee’s certificate of authentication shall be in substantially the following form: “This is one of the Notes of a Series issued under the within mentioned Indenture. Citibank, N.A., as Trustee By: Authorized Signatory” (d) Each Note (other than Uncertificated Notes) shall be dated and delivered hereunder. issued as of the date of its authentication by the Trustee. (e) Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Master Issuer, and the Master Issuer shall deliver such Note to the Trustee for cancellation (or de-registration) as provided in Section 2.122.14 together with a written statement to the Trustee and the Servicer (which need not comply with Section 14.3) stating that such Note has never been issued and sold by the Master Issuer, for all purposes of this the Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never not be entitled to the benefits of this the Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 $2,000 and any integral multiple of €$1,000 in excess thereof.

Execution and Authentication. The Notes Two Officers shall be executed on behalf sign, or one Officer shall sign and one Officer (each of the Issuer whom shall, in each case, have been duly authorized by two Officers of the Issuer. The signature of any of these Officers on all requisite corporate actions) shall attest to, the Notes may be manual, facsimile, .pdf attachment for the Company by manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerCompany, and the Issuer Company shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer Company and Affiliates of the IssuerCompany. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in denominations of €100,000 $2,000 and any integral multiple of €$1,000 in excess thereof.

Execution and Authentication. The An Officer (who shall, in each case, have been duly authorized by all requisite corporate actions) shall sign the Notes shall be executed on behalf of for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment electronic or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by manual signature of an authorized officer of the Trustee by manual signatureTrustee, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in minimum denominations of €100,000 $2,000 and any integral multiple multiples of €1,000 in excess thereof$1,000.

Execution and Authentication. (a) The Notes shall shall, upon issuance pursuant to Section 2.2, be executed on behalf of the each Co-Issuer by two Officers an Authorized Officer of such Co-Issuer and delivered by the IssuerCo-Issuers to the Trustee for authentication and redelivery as provided herein. The signature of any of these such Authorized Officers on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an Authorized Officer of a Co-Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid nevertheless. valid. (b) At any time and from time to time after the execution and delivery of this Base Indenture, the Co-Issuers may deliver Notes of any particular Series (issued pursuant to Section 2.2) executed by the Co-Issuers to the Trustee for authentication, together with one or more Company Orders for the authentication and delivery of such Notes, and the Trustee, in accordance with such Company Order and this Base Indenture, shall authenticate and deliver such Notes. (c) No Note shall be entitled to any benefit under this the Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein below, duly executed by the Trustee by manual signaturethe manual, facsimile, or electronic signature of a Trust Officer (and the Luxembourg agent (the “Luxembourg Agent”) if applicable, if the Notes of the Series to which such Note belongs are listed on the Luxembourg Stock Exchange). Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated under this Base Indenture. The Trustee may appoint an authenticating agent acceptable to the Issuer to authenticate Notes. Unless limited by the term of such appointment, an authenticating agent may authenticate Notes whenever the Trustee may do so. Each reference in this Base Indenture to authentication by the Trustee includes authentication by such authenticating agent. The Trustee’s certificate of authentication shall be in substantially the following form: “This is one of the Notes of a Series issued under the within mentioned Indenture. CITIBANK, N.A., as Trustee By: Name: Title: Authorized Signatory” (d) Each Note shall be dated and delivered hereunder. issued as of the date of its authentication by the Trustee. (e) Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerCo-Issuers, and a Co-Issuer (or the Issuer Co-Issuers) shall deliver such Note to the Trustee for cancellation as provided in Section 2.122.14 together with a written statement to the Trustee and the Servicer (which need not comply with Section 14.3) stating that such Note has never been issued and sold by the Co-Issuers, for all purposes of this the Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never not be entitled to the benefits of this the Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. One Officer shall sign the Notes for the Company by manual or facsimile signature. The Notes Company's seal shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers reproduced on the Notes and may be manual, facsimile, .pdf attachment or other electronically transmitted signaturein facsimile form. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Notea Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid neverthelessuntil authenticated by the manual signature of the Trustee. No Note Such signature shall be entitled to any benefit conclusive evidence that the Note has been authenticated under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a Indenture. The form of Trustee's certificate of authentication substantially in the form provided for herein executed to be borne by the Trustee by manual signature, and such certificate upon any Note Notes shall be conclusive evidencesubstantially as set forth in Exhibit A-1. The Trustee shall authenticate (i) the Series G Notes from time to time for issue only in exchange for a like principal amount of Series A/B Notes, Series D Notes or Series F Notes, in each case upon a written order of the Company signed by one Officer, which written order shall specify (a) the amount of Notes to be authenticated and the only evidencedate from which interest on such securities shall accrue and (b) the amount of Notes to be issued in global form or definitive form and (ii) Series G Notes for issue for additional principal amounts as may be set forth in a written order of the Company signed by an Officer as described below in paragraph 4 of the Notes. The aggregate principal amount of Notes outstanding at any time may not exceed $280,000,000 plus any additional principal amount issued pursuant to item (ii) of the first sentence of this paragraph, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation except as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture2.07 hereof. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Company, any Guarantor or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofCompany.

Execution and Authentication. The (a) Two members of the Issuer’s Board of Directors shall sign the Notes shall be executed on behalf of for the Issuer by two Officers manual or facsimile signature. (b) If a member of the Issuer. The signature ’s Board of any of these Officers on the Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signature. If an Officer Directors whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Notea Note is authenticated, the Note shall nevertheless be valid. (c) A Note shall not be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed until authenticated by the Trustee by manual signature, and such certificate upon any Note or facsimile signature of the authorized signatory of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunderunder this Indenture. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall may deliver such Note to the Trustee for cancellation as provided for in Section 2.122.10 hereof. (d) The Trustee will, upon receipt of a written order of the Issuer signed by an authorized representative (an “Authentication Order”), authenticate or cause the Authentication Agent to authenticate the Notes for all purposes of this Indenture such Note shall original issue that may be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of validly issued under this Indenture, including any Additional Notes. The aggregate principal amount of Notes outstanding at any time may not exceed the aggregate principal amount of Notes authorized for issuance by the Issuer pursuant to one or more Authentication Orders, except as provided in Section 2.07 hereof. The Trustee may appoint one or more authenticating authentication agents reasonably (the “Authentication Agent”) acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, Such an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer Issuers by two Officers of the each Issuer. The signature of any of these Officers on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerIssuers, and the Issuer Issuers shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer Issuers and Affiliates of the IssuerIssuers. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 $2,000 and any integral multiple of €$1,000 in excess thereof.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer by two Two Officers of the Issuer. The signature of any of these Officers on Company shall sign the Notes may be manual, facsimile, .pdf attachment for the Company by manual or other electronically transmitted facsimile signature. If an Officer of the Company whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid. A Note shall not be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed until authenticated by the manual signature of the Trustee. The signature of the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and evidence that the only evidence, that such Note so authenticated has been duly authenticated and delivered hereunderunder this Indenture. Notwithstanding The Trustee shall, upon receipt of a written order of the foregoingCompany signed by two Officers (an “Authentication Order”), if any Note shall have been authenticated and delivered hereunder but never issued and sold by authenticate (i) Notes for original issue in an aggregate principal amount up to $300,000,000 on the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes date of this Indenture such Note shall be deemed never and (ii) Additional Notes from time to have been authenticated and delivered hereunder and shall never be entitled to the benefits of time as permitted under this Indenture. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in limited by the terms of such appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with any Holder, the Issuer and Affiliates Company or an Affiliate of the IssuerCompany. Each Paying Agent is designated as an The Trustee shall not be liable for any act or failure to act of the authenticating agent for purposes of to perform any duty either required herein or authorized herein to be performed by such person in accordance with this Indenture. Notes Each authenticating agent shall be issuable only acceptable to the Company and otherwise comply in registered form without coupons all respects with the eligibility requirements of the Trustee contained in denominations of €100,000 and any integral multiple of €1,000 in excess thereofthis Indenture.

Execution and Authentication. The One Officer shall execute the Notes shall be executed on behalf of the Issuer Company by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Notea Note is authenticated, the Note shall nevertheless be valid neverthelessvalid. No A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed of Exhibit A hereto, as the case may be, by the Trustee by manual signature, and such certificate upon any Note signature of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunderunder this Indenture. Notwithstanding On the foregoingIssue Date, if the Trustee shall, upon receipt of a written order of the Company directing authentication (an “Authentication Order”), authenticate and deliver the Initial Notes specified in such Authentication Order. In addition, at any Note shall have been authenticated time, from time to time, the Trustee shall, upon receipt of an Authentication Order, authenticate and delivered deliver (i) any Additional Notes for an aggregate principal amount specified in such Authentication Order for such Additional Notes issued hereunder but never issued and sold by (ii) the Issuer, and the Issuer shall deliver such Note Exchange Notes for issue in a Registered Exchange Offer pursuant to the Trustee Registration Rights Agreement for cancellation as provided in Section 2.12, for all purposes a like principal amount of this Indenture such Note shall be deemed never Initial Notes exchanged pursuant thereto or otherwise pursuant to have been authenticated and delivered hereunder and shall never be entitled to an effective registration statement under the benefits of this IndentureSecurities Act. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in the such appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has shall have the same rights as an Agent the Trustee to deal with Holders, the Issuer and Affiliates Company or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofCompany.

Execution and Authentication. The (a) An Authorized Officer shall sign the Notes shall be executed on behalf of for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Authorized Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid neverthelessvalid. The Issuer shall deliver to the Indenture Trustee an executed Note and an authentication order each time it requests a new Note to be issued. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein herein, duly executed by the Indenture Trustee by the manual signature, and signature of an authorized signatory. Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such a Note has been duly authenticated under this Indenture. The Indenture Trustee’s certificate of authentication shall be in substantially the following form: This is one of the Class [A] [B] [C] [D] [E] [F] [G] Notes referred to in the within mentioned Indenture. [ ], By: (b) Each Note shall be dated and delivered hereunder. issued as of the date of its authentication by the Indenture Trustee. (c) Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Indenture Trustee for cancellation as provided in Section 2.122.16, together with a written statement (which need not comply with Section 13.3 and need not be accompanied by an Opinion of Counsel) stating that such Note has never been issued and sold by the Issuer, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never not be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The At least one Officer of each of the Issuer and the Co-Issuer shall execute the Notes shall be executed on behalf of the Issuer and the Co-Issuer, as applicable, by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment facsimile or other electronically transmitted electronic (including “.pdf”) signature. If an Officer of the Issuer or the Co-Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall nevertheless be valid neverthelessvalid. No A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed of Exhibit A hereto, by the Trustee by manual signaturesignature of the Trustee. Electronically imaged signatures such as .pdf files, and such certificate upon any faxed signatures or other electronic signatures to the Note shall have the same effect as original signatures. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunderunder this Indenture. Notwithstanding On the foregoingIssue Date, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee shall, upon receipt of an Issuers’ Order (an “Authentication Order”), authenticate and deliver the Initial Notes in the aggregate principal amount or amounts specified in such Authentication Order. In addition, at any time, from time to time, the Trustee shall, upon receipt of an Authentication Order, authenticate and deliver any Additional Notes for cancellation as provided an aggregate principal amount specified in Section 2.12, such Authentication Order for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this IndentureAdditional Notes issued or increased hereunder. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Holders or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofIssuers.

Execution and Authentication. The (a) One Officer shall sign the Notes shall be executed on behalf for each of the Company and the Co-Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment facsimile or other electronically transmitted portable document format signature. . (b) If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Notea Note is authenticated, the Note shall nevertheless be valid. (c) A Note shall not be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed until authenticated by the Trustee by manual signature, and such certificate upon any Note signature of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of under this Indenture. . (d) The Trustee shall, upon a written order of the Issuers signed by an Officer of each Issuer (an “Authentication Order”), authenticate Notes for original issue. (e) The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Holders or an Affiliate of the IssuerCompany or any of their respective Subsidiaries. (f) The Issuers may issue Additional Notes from time to time after the offering of the Initial Notes. Each Paying Agent is designated The issuance of Additional Notes will be subject to the provisions of Section 4.09 hereof. The Initial Notes and any Additional Notes subsequently issued under this Indenture shall be treated as an authenticating agent a single class for all purposes of under this Indenture. , including, without limitation, waivers, amendments, redemptions and offers to purchase; provided that Additional Notes shall will not be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofissued with the same CUSIP or ISIN, as applicable, as the Initial Notes unless such Additional Notes are fungible with the Initial Notes for U.S. federal income tax purposes.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer Company by two Officers its Chairman of the IssuerBoard, Chief Executive Officer (or Acting Chief Executive Officer), Chief Financial Officer, President, any Executive Vice President, any Senior Vice President, any Vice President or Treasurer. The signature of any of these Officers officers on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an Officer officer whose signature is on a Note was an Officer officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerCompany, and the Issuer Company shall deliver such Note to the Trustee for cancellation as provided in Section 2.122.12 hereof, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable At any time and from time to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer time after execution and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes delivery of this Indenture, subject to the terms of this Indenture, the Trustee shall, upon written order of the Company in the form of a Company Order, authenticate and deliver Notes. Each such written order shall specify the amount of Notes shall to be issuable only in registered form without coupons in denominations of €100,000 authenticated and any integral multiple of €1,000 in excess thereofthe date on which the Notes are to be authenticated.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer Company by two Officers its Chairman of the IssuerBoard, President or a Vice President of the Company (or any other officer of the Company designated in writing by or pursuant to authority of the Board of Directors and delivered to the Trustee from time to time). The signature of any of these Officers officers on the Notes may be manualelectronically transmitted, manual or facsimile. Notes bearing the electronically transmitted, .pdf attachment manual or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer facsimile signatures of individuals who were at any time the proper officers of the Company or such Subsidiary Guarantor, as the case may be, shall bind the Company or such Subsidiary Guarantor, as the case may be, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the time date of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Notes. A Note shall will not be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed until authenticated by the Trustee by manual signature, and such certificate upon any Note shall signature of the Trustee. Such signature will be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of under this Indenture. The Trustee will, upon receipt of a written order of the Company signed by an officer (an “Authentication Order”), authenticate Notes for original issue that may be validly issued under this Indenture, including any Additional Notes, in the aggregate principal amount or amounts specified in such Authentication Order. The Trustee may appoint one or more authenticating agents reasonably an Authenticating Agent acceptable to the Issuer Company to authenticate the NotesNotes in accordance with Section 13.14. Unless otherwise provided in the appointment, an authenticating agent An Authenticating Agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by any such agentAuthenticating Agent. An authenticating agent Authenticating Agent has the same rights as the Trustee to interact with Holders or an Agent to deal with the Issuer and Affiliates Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofCompany.

Execution and Authentication. (a) The Indenture Notes shall shall, upon issue pursuant to Section 2.2, be executed on behalf of ZVF by an Authorized Officer by manual or facsimile signature and delivered by ZVF to the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signatureTrustee for authentication and redelivery as provided herein. If an Authorized Officer whose signature is on a an Indenture Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteIndenture Note is authenticated, the Indenture Note shall nevertheless be valid nevertheless. valid. (b) At any time and from time to time after the execution and delivery of the Indenture, ZVF may deliver Indenture Notes of any particular Series of Indenture Notes executed by ZVF to the Trustee for authentication, together with one or more Company Orders for the authentication and delivery of such Indenture Notes, and the Trustee, in accordance with such Company Order and the Indenture, shall authenticate and deliver such Indenture Notes. (c) No Indenture Note shall be entitled to any benefit under this the Indenture or be valid or obligatory for any purpose unless there appears on such Indenture Note a certificate of authentication substantially in the form provided for herein herein, duly executed by the Trustee by the manual signaturesignature of a Trust Officer (and the Luxembourg agent (the “Luxembourg Agent”), if the Indenture Notes of the Series of Indenture Notes to which such Indenture Note belongs are listed on the Luxembourg Stock Exchange and the Luxembourg Stock Exchange so requires). Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Indenture Note has been duly authenticated under the Indenture. The Trustee may appoint an authenticating agent acceptable to ZVF to authenticate Indenture Notes. Unless limited by the term of such appointment, an authenticating agent may authenticate Indenture Notes whenever the Trustee may do so. Each reference in the Indenture to authentication by the Trustee includes authentication by such agent. The Trustee’s certificate of authentication shall be in substantially the following form: This is one of the Indenture Notes1 of a Series of Indenture Notes issued under the within mentioned Indenture. DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee By: (d) Each Indenture Note shall be dated and delivered hereunder. issued as of the date of its authentication by the Trustee. (e) Notwithstanding the foregoing, if any Indenture Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerZVF, and the Issuer ZVF shall deliver such Indenture Note to the Trustee for cancellation as provided in Section 2.122.14 together with a written statement (which need not comply with Section 13.3 and need not be accompanied by an Opinion of Counsel) stating that such Indenture Note has never been issued and sold by ZVF, for all purposes of this the Indenture such Indenture Note shall be deemed never to have been authenticated and delivered hereunder and shall never not be entitled to the benefits of this the Indenture. 1 “Indenture Notes” may be replaced with “Notes” in the Authentication of a Note. The Trustee may appoint one or more authenticating agents reasonably acceptable shall have the right to the Issuer decline to authenticate and deliver any Indenture Notes under this Section 2.4 if the Notes. Unless otherwise provided in Trustee, based on the appointmentwritten advice of counsel, an authenticating agent determines that such action may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall not lawfully be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereoftaken.

Execution and Authentication. The Notes (a) Any Officer shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on sign the Notes for the Company, which may be manual, via facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No . (b) A Note shall be entitled to any benefit under this Indenture or not be valid or obligatory for any purpose enforceable unless there appears on such and until an authorized signatory of the Trustee, upon Company Order, authenticates the Note a certificate of authentication substantially in the form of the Trustee’s certificate of authentication provided for herein executed by in Section 2.2(d) hereof. The signature of the Trustee by manual signature, and such certificate upon any on a Note shall be conclusive evidence, and the only evidence, evidence that such Note has been duly and validly authenticated and delivered hereunderissued under this Indenture. (c) At any time and from time to time after the execution and delivery of this Indenture, the Trustee shall authenticate and make available for delivery Notes upon a written order of the Company signed by an Officer (the “Company Order”). Notwithstanding A Company Order shall specify the foregoingamount of the Notes to be authenticated, if any Note the applicable series and the date on which the original issue of Notes is to be authenticated. (d) The Trustee may appoint an agent or agents with respect to the Notes which shall have been authenticated be authorized to act on behalf of the Trustee to authenticate Notes issued upon original issue and delivered hereunder but never issued and sold by the Issuerupon exchange, registration of transfer or partial conversion or partial redemption thereof or pursuant to Section 6.8 (an “Authenticating Agent”), and the Issuer Notes so authenticated shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this IndentureIndenture and shall be valid and enforceable for all purposes as if authenticated by the Trustee hereunder. Wherever reference is made in this Indenture to the authentication and delivery of Notes by the Trustee or the Trustee’s certificate of authentication, such reference shall be deemed to include authentication and delivery on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent shall be acceptable to the Company and the Guarantor and shall at all times be either (i) a branch of the Trustee or (ii) a Person organized and doing business under the laws of the United States of America, any State thereof or the District of Columbia, authorized under such laws to act as Authenticating Agent, having a combined capital and surplus of not less than U.S.$50,000,000 and subject to supervision or examination by any federal or state authority in the United States. If such Authenticating Agent publishes reports of condition at least annually, pursuant to law or to the requirements of said supervising or examining authority, then for the purposes of this Section, the combined capital and surplus of such Authenticating Agent shall be deemed to be its combined capital and surplus as set forth in its most recent reports of condition so published. If at any time an Authenticating Agent shall cease to be eligible in accordance with the provisions of this Section, such Authenticating Agent shall resign immediately in the manner and with the effect specified in this Section. Any Person into which an Authenticating Agent may be merged or with which it may be consolidated, or any Person resulting from any merger or consolidation to which such Authenticating Agent shall be a party, or any Person succeeding to the corporate agency or corporate trust business of an Authenticating Agent, shall continue to be an Authenticating Agent without the execution or filing of any paper or any further act on the part of the Trustee or the Authenticating Agent, provided such Person shall be otherwise eligible under this Section. An Authenticating Agent may resign at any time by giving written notice thereof to the Trustee; to the Company and the Guarantor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving written notice thereof to such Authenticating Agent, the Company and the Guarantor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time such Authenticating Agent shall cease to be eligible in accordance with the provisions of this Section, the Trustee may appoint one or more authenticating agents reasonably a successor Authenticating Agent which shall be acceptable to the Issuer to authenticate Company and the Notes. Unless otherwise Guarantor and shall give notice of such appointment in the manner provided in Section 12.2 to all Holders of Notes with respect to which such Authenticating Agent will serve. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the appointmentrights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent may authenticate Authenticating Agent. No successor Authenticating Agent shall be appointed unless eligible under the Notes whenever the Trustee may do soprovisions of this Section. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Company and the Guarantor agrees to pay to each Authenticating Agent is designated as an authenticating agent from time to time reasonable compensation for purposes of its services under this Indenture. If an appointment is made pursuant to this Section, the Notes of a series may have endorsed thereon, in addition to the Trustee’s certificate of authentication, an alternative certificate of authentication in the following form: “This is one of the [•] [•] Notes referred to in the within-mentioned Indenture. The Bank of New York, as Trustee By: as Authenticating Agent By: Authorized Signatory Date: ” If any of the Notes of a series may not be originally issued at one time, and if the Trustee does not have an office capable of authenticating Notes upon original issuance located in a Place of Payment where the Company wishes to have Notes authenticated upon original issuance, the Trustee, if so requested by the Company in writing (which writing need not be an Officers’ Certificate or be accompanied by an Opinion of Counsel), shall be issuable only appoint in registered form without coupons accordance with this Section an Authenticating Agent having an office in denominations a Place of €100,000 and any integral multiple Payment designated by the Company with respect of €1,000 in excess thereofsuch Notes. (e) In case the Company:

Execution and Authentication. The Notes Two Officers shall be executed on behalf sign, or one Officer shall sign and one Officer (each of the Issuer whom shall, in each case, have been duly authorized by two Officers of the Issuer. The signature of any of these Officers on all requisite corporate actions) shall attest to, the Notes may be manual, facsimile, .pdf attachment for the Company by manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerCompany, and the Issuer Company shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer Company and Affiliates Affili- 36 -28- ates of the IssuerCompany. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in denominations of €100,000 $1,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The (a) At least one Officer shall execute the Notes shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Notea Note is authenticated, the Note shall nevertheless be valid nevertheless. No valid. (b) A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed in Schedule 1 (with respect to the 2022 Notes) or Schedule 2 (with respect to the 2025 Notes) attached hereto by the Trustee by manual signature, and such certificate upon any Note signature of an authorized signatory of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding under this Indenture. (c) On the foregoingIssue Date, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerTrustee shall, and upon receipt of a written order of the Issuer shall signed by an Officer (an "Authentication Order") authenticate and deliver such Note the Initial Notes. In addition, at any time and from time to time, the Trustee shall, upon receipt of an Authentication Order, authenticate and deliver any Additional Notes in an aggregate principal amount specified in such Authentication Order for cancellation as provided such Additional Notes issued hereunder and, in the case of any issuance of Additional Notes pursuant to Section 2.122.01, for all purposes of this Indenture shall certify that such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. issuance is in compliance with Section 4.09. (d) The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with Holders, the Issuer and Affiliates or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer by two Officers one Officer of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this IndentureIndenture and the Issuer hereby confirms that such appointment is acceptable to it. Notes shall be issuable only in registered form without coupons in denominations of €100,000 each and any integral multiple of €1,000 in excess thereof. If a facsimile signature will be used for the Notes, each signatory should approve such use of his or her signature and evidence of such approval may be required for the enforcement of the Notes in The Netherlands.

Execution and Authentication. (a) The Notes shall (other than Uncertificated Notes) shall, upon issuance pursuant to Section 2.2, be executed on behalf of the Master Issuer by two Officers an Authorized Officer of the IssuerMaster Issuer and delivered by the Master Issuer to the Trustee for authentication and redelivery as provided herein. The signature of any of these Officers each such Authorized Officer on the Notes may be manual, scanned or facsimile, .pdf attachment or other electronically transmitted signature. If an Authorized Officer of the Master Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid nevertheless. valid. (b) At any time and from time to time after the execution and delivery of this Base Indenture, the Master Issuer may deliver Notes (other than Uncertificated Notes) of any particular Series (issued pursuant to Section 2.2) executed by the Master Issuer to the Trustee for authentication, together with one or more Company Orders for the authentication and delivery (or registration, in the case of Uncertificated Notes) of such Notes, and the Trustee, in accordance with such Company Order and this Base Indenture, shall authenticate and deliver such Notes (or register such Notes, in the case of Uncertificated Notes). (c) No Note (other than Uncertificated Notes) shall be entitled to any benefit under this the Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein below, duly executed by the Trustee by the manual signature, and signature of a Trust Officer. Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated under this Base Indenture. The Trustee may appoint an authenticating agent acceptable to the Master Issuer to authenticate Notes. Unless limited by the term of such appointment, an authenticating agent may authenticate Notes whenever the Trustee may do so. Each reference in this Base Indenture to authentication by the Trustee includes authentication by such authenticating agent. The Trustee’s certificate of authentication shall be in substantially the following form: “This is one of the Notes of a Series issued under the within mentioned Indenture. Citibank, N.A., as Trustee By: Authorized Signatory” (d) Each Note (other than Uncertificated Notes) shall be dated and delivered hereunder. issued as of the date of its authentication by the Trustee. (e) Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Master Issuer, and the Master Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.122.14 together with a written statement to the Trustee and the Servicer (which need not comply with Section 14.3) stating that such Note has never been issued and sold by the Master Issuer, for all purposes of this the Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never not be entitled to the benefits of this the Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes Two Officers shall be executed on behalf sign, or one Officer shall sign and one Officer (each of the Issuer whom shall, in each case, have been duly authorized by two Officers of the Issuer. The signature of any of these Officers on all requisite corporate actions) shall attest to, the Notes may be manual, facsimile, .pdf attachment for the Issuers by manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signaturesignature of a Responsible Officer, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerIssuers, and the Issuer Issuers shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer Issuers and Affiliates of the IssuerIssuers. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in minimum denominations of €100,000 $2,000 and any integral multiple multiples of €$1,000 in excess thereof.

Execution and Authentication. The At least one Officer of each of the Issuer and the Co-Issuer shall execute the Notes shall be executed on behalf of the Issuer and the Co-Issuer, as applicable, by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment facsimile or other electronically transmitted electronic (including “.pdf”) signature. If an Officer of the Issuer or the Co-Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall nevertheless be valid neverthelessvalid. No A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed of Exhibit A-1 or Exhibit A-2, as applicable, hereto, by the Trustee by manual signature, and such certificate upon any Note signature of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunderunder this Indenture. Notwithstanding On the foregoingIssue Date, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee shall, upon receipt of an Issuers’ Order (an “Authentication Order”), authenticate and deliver the Initial Notes in the aggregate principal amount or amounts specified in such Authentication Order. In addition, at any time, from time to time, the Trustee shall, upon receipt of an Authentication Order, authenticate and deliver any Additional Notes for cancellation as provided an aggregate principal amount specified in Section 2.12, such Authentication Order for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this IndentureAdditional Notes issued or increased hereunder. The Trustee may appoint one or more an authenticating agents reasonably agent (an “Authentication Agent”) acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Holders or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofIssuers.

Execution and Authentication. (a) The Notes shall shall, upon issuance pursuant to Section 2.2, be executed on behalf of the Master Issuer by two Officers an Authorized Officer of the IssuerMaster Issuer and delivered by the Master Issuer to the Trustee for authentication and redelivery as provided herein. The signature of any of these Officers each such Authorized Officer on the Notes may be manual, scanned or facsimile, .pdf attachment or other electronically transmitted signature. If an Authorized Officer of the Master Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid nevertheless. valid. (b) At any time and from time to time after the execution and delivery of this Base Indenture, the Master Issuer may deliver Notes of any particular Series (issued pursuant to Section 2.2) executed by the Master Issuer to the Trustee for authentication, together with one or more Company Orders for the authentication and delivery of such Notes, and the Trustee, in accordance with such Company Order and this Base Indenture, shall authenticate and deliver such Notes. (c) No Note shall be entitled to any benefit under this the Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein below, duly executed by the Trustee by the manual signaturesignature of a Trust Officer (and a Luxembourg agent (the “Luxembourg Agent”), and if the Notes of the Series to which such Note belongs are listed on the Luxembourg Stock Exchange). Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated under this Base Indenture. The Trustee may appoint an authenticating agent acceptable to the Master Issuer to authenticate Notes. Unless limited by the term of such appointment, an authenticating agent may authenticate Notes whenever the Trustee may do so. Each reference in this Base Indenture to authentication by the Trustee includes authentication by such authenticating agent. The Trustee’s certificate of authentication shall be in substantially the following form: “This is one of the Notes of a Series issued under the within mentioned Indenture. Citibank, N.A., as Trustee By: Authorized Signatory” (d) Each Note shall be dated and delivered hereunder. issued as of the date of its authentication by the Trustee. (e) Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Master Issuer, and the Master Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.122.14 together with a written statement to the Trustee and the Servicer (which need not comply with Section 14.3) stating that such Note has never been issued and sold by the Master Issuer, for all purposes of this the Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never not be entitled to the benefits of this the Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes An officer of each Issuer (who shall, in each case, have been duly authorized by all requisite corporate actions) shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on sign the Notes may be manual, facsimile, .pdf attachment for the Issuers by manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signaturesignature of an authorized officer, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerIssuers, and the Issuer Issuers shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer Issuers and Affiliates of the IssuerIssuers. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in minimum denominations of €100,000 $2,000 and any integral multiple multiples of €1,000 in excess thereof$1,000.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerIssuers, and the Issuer Issuers shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer Issuers and Affiliates of the IssuerIssuers. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in denominations of €100,000 $1,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes Two Officers shall be executed on behalf sign, or one Officer shall sign and one Officer (each of the Issuer whom shall, in each case, have been duly authorized by two Officers of the Issuer. The signature of any of these Officers on all requisite corporate actions) shall attest to, the Notes may be manual, facsimile, .pdf attachment for the Issuers by manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerIssuers, and the Issuer Issuers shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating authenti- cating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer Issuers and Affiliates of the IssuerIssuers. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in denominations of €100,000 $1,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes An Officer shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on sign the Notes may be manual, facsimile, .pdf attachment for the Company by manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No A Note shall be entitled to any benefit under this Indenture or not be valid or obligatory for any purpose unless there appears on such Note a certificate until an authorized signatory of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any manually authenticates the Note. The signature of the Trustee on a Note shall be conclusive evidence, and the only evidence, evidence that such Note has been duly and validly authenticated and delivered hereunderissued under this Indenture. Notwithstanding At any time and from time to time after the foregoing, if any Note shall have been authenticated execution and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits delivery of this Indenture, the Trustee shall, upon the written direction or order of the Company, authenticate and make available for delivery: Notes for original issue in an aggregate principal amount of up to $90,000,000 upon a written order of the Company signed by two Officers of the Company (the “Company Order”). Such Company Order shall specify the amount of the Notes to be authenticated. The Trustee may appoint one or more authenticating agents an agent (the “Authenticating Agent”) reasonably acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in limited by the terms of such appointment, an authenticating agent any such Authenticating Agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has In case the same rights Company pursuant to Article IV shall be consolidated or merged with or into any other Person or shall convey, transfer, lease or otherwise dispose of its properties and assets substantially as an Agent entirety to deal any Person, and the successor Person resulting from such consolidation, or surviving such merger, or into which the Company shall have been merged, or the Person which shall have received a conveyance, transfer, lease or other disposition as aforesaid, shall have executed an indenture supplemental hereto with the Issuer and Affiliates Trustee pursuant to Article IV, any of the IssuerNotes authenticated or delivered prior to such consolidation, merger, conveyance, transfer, lease or other disposition may, from time to time, at the request of the successor Person, be exchanged for other Notes executed in the name of the successor Person with such changes in phraseology and form as may be appropriate, but otherwise in substance of like tenor as the Notes surrendered for such exchange and of like principal amount; and the Trustee, upon Company Order of the successor Person, shall authenticate and deliver Notes as specified in such order for the purpose of such exchange. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. If Notes shall at any time be issuable only authenticated and delivered in registered form any new name of a successor Person pursuant to this Section 2.2 in exchange or substitution for or upon registration of transfer of any Notes, such successor Person, at the option of the Holders but without coupons expense to them, shall provide for the exchange of all Notes at the time outstanding for Notes authenticated and delivered in denominations of €100,000 and any integral multiple of €1,000 in excess thereofsuch new name.

Execution and Authentication. The Notes Two Officers shall be executed on behalf sign, or one Officer shall sign and one Officer (each of the Issuer whom shall, in each case, have been duly authorized by two Officers of the Issuer. The signature of any of these Officers on all requisite corporate actions) shall attest to, the Notes may be manual, facsimile, .pdf attachment for the Issuers by manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signaturesignature of a Responsible Officer, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerIssuers, and the Issuer Issuers shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer Issuers and Affiliates of the IssuerIssuers. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in minimum denominations of €100,000 $2,000 and any integral multiple multiples of €$1,000 in excess thereof.

Execution and Authentication. The Notes Two Officers shall be executed on behalf sign, or one Officer shall sign and one Officer (each of the Issuer whom shall, in each case, have been duly authorized by two Officers of the Issuer. The signature of any of these Officers on all requisite corporate actions) shall attest to, the Notes may be manual, facsimile, .pdf attachment for the Issuers by manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signaturesignature of an authorized signatory, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerIssuers, and the Issuer Issuers shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer Issuers and Affiliates of the IssuerIssuers. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in minimum denominations of €100,000 $1,000 and any integral multiple multiples of €1,000 $1.00 in excess thereof.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer by two Officers an Officer of the Issuer. The signature of any of these Officers the Officer on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an the Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to agents, at the Issuer expense of the Issuer, to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 $200,000 and any integral multiple of €$1,000 in excess thereof.

Execution and Authentication. The (a) At least one Officer shall execute the Notes shall be executed on behalf of the Issuer Company by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Notea Note is authenticated, the Note shall nevertheless be valid nevertheless. No valid. (b) A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed of Exhibit A attached hereto by the Trustee by manual signature, and such certificate upon any Note signature of an authorized signatory of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of under this Indenture. The certification of the Trustee on Notes issued hereunder shall not be construed as a representation or warranty by the Trustee as to the validity of the Indenture or the Notes (except the due certification thereof) and the Trustee shall in no respect be liable or answerable for the use made of the Notes or any of them or of the consideration therefor except as otherwise specified herein. (c) On the Issue Date, the Trustee shall, upon receipt of a written order of the Company signed by an Officer (an “Authentication Order”), authenticate and deliver the Initial Notes. In addition, at any time and from time to time, the Trustee shall, upon receipt of an Authentication Order, authenticate and deliver any Additional Notes in an aggregate principal amount specified in such Authentication Order for such Additional Notes issued hereunder. (d) The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofHolders.

Execution and Authentication. The (a) AFE Trust Notes shall ---------------------------- be executed on behalf of the Issuer by two Officers the manual or facsimile signature of an authorized officer of the Issuer. The signature Trustee. (1) If any officer of any of these Officers on the Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signature. If Trustee executing an Officer whose signature is on a AFE Trust Note was an Officer at the time of such execution but no longer holds that office at the time such AFE Trust Note is executed on behalf of the Trustee authenticates the NoteIssuer, the such AFE Trust Note shall be valid nevertheless. (2) At any time and from time to time after the execution of the AFE Trust Notes, the Issuer may deliver such AFE Trust Notes to the Indenture Trustee for authentication and, subject to the provisions of Section 2.10, the Indenture Trustee shall authenticate the AFE Trust Notes by manual signature upon written orders of the Issuer. No AFE Trust Notes shall be authenticated on behalf of the Indenture Trustee by any authorized officer or signatory of the Indenture Trustee. (3) An AFE Trust Note shall be entitled to any benefit under this Indenture or not be valid or obligatory for any purpose unless there appears or entitled to any security or benefit hereunder until executed on such Note a certificate behalf of authentication substantially in the form provided for herein executed Issuer by the manual or facsimile signature of an officer of the Trustee as provided in Section 2.02(a) and until authenticated on behalf of the Indenture Trustee by the manual signature, and such certificate upon any Note signature of an authorized officer or signatory of the Indenture Trustee as provided in Section 2.02(c). Such signatures shall be conclusive evidence, and the only evidence, evidence that such AFE Trust Note has been duly executed, authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of under this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofAgreement.

Execution and Authentication. The (a) At least one Authorized Officer shall execute the Notes shall be executed on behalf of the Issuer Company by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Authorized Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Notea Note is authenticated, the Note shall nevertheless be valid nevertheless. No valid. (b) A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed in Exhibit A attached hereto by the Trustee by manual signature, and such certificate upon any Note signature of an authorized signatory of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding under this Indenture. (c) On the foregoingIssue Date, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee shall, upon receipt of a written order of the Company signed by an Authorized Officer (an “Authentication Order”), authenticate and deliver the Initial Notes. In addition, at any time and from time to time, the Trustee shall, upon receipt of an Authentication Order, authenticate and deliver any Additional Notes in an aggregate principal amount specified in such Authentication Order for cancellation as provided such Additional Notes issued hereunder and, in the case of any issuance of Additional Notes pursuant to Section 2.122.01, for all purposes such Authentication Order shall certify that such issuance is in compliance with Section 4.09 and Section 4.12. For the avoidance of this Indenture such Note doubt, no Opinion of Counsel shall be deemed never to have been authenticated required in connection with the authentication and delivered hereunder and shall never be entitled to delivery of the benefits of this Indenture. Initial Notes on the Issue Date. (d) The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Holders or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofCompany.

Execution and Authentication. The Notes An Officer shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on sign the Notes may be manual, facsimile, .pdf attachment for the Company by manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No A Note shall be entitled to any benefit under this Indenture or not be valid or obligatory for any purpose unless there appears on such Note a certificate until an authorized signatory of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any manually authenticates the Note. The signature of the Trustee on a Note shall be conclusive evidence, and the only evidence, evidence that such Note has been duly and validly authenticated and delivered hereunderissued under this Indenture. Notwithstanding At any time and from time to time after the foregoing, if any Note shall have been authenticated execution and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits delivery of this Indenture, the Trustee shall, upon the written direction or order of the Company, together with an Opinion of Counsel, authenticate and make available for delivery Notes for original issue in an aggregate principal amount of up to $30,000,000 upon a written order of the Company signed by two Officers of the Company (the “Company Order”). Such Company Order shall specify the amount of the Notes to be authenticated, the registered holders thereof and delivery instructions for such Notes. The Trustee may appoint one or more authenticating agents an agent (the “Authenticating Agent”) reasonably acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in limited by the terms of such appointment, an authenticating agent any such Authenticating Agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has In case the same rights Company pursuant to Article IV shall be consolidated or merged with or into any other Person or shall convey, transfer, lease or otherwise dispose of its properties and assets substantially as an Agent entirety to deal any Person, and the successor Person resulting from such consolidation, or surviving such merger, or into which the Company shall have been merged, or the Person which shall have received a conveyance, transfer, lease or other disposition as aforesaid, shall have executed an indenture supplemental hereto with the Issuer and Affiliates Trustee pursuant to Article IV, any of the IssuerNotes authenticated or delivered prior to such consolidation, merger, conveyance, transfer, lease or other disposition may, from time to time, at the request of the successor Person, be exchanged for other Notes executed in the name of the successor Person with such changes in phraseology and form as may be appropriate, but otherwise in substance of like tenor as the Notes surrendered for such exchange and of like principal amount; and the Trustee, upon Company Order of the successor Person, shall authenticate and deliver Notes as specified in such order for the purpose of such exchange. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. If Notes shall at any time be issuable only authenticated and delivered in registered form any new name of a successor Person pursuant to this Section 2.2 in exchange or substitution for or upon registration of transfer of, any Notes, such successor Person, at the option of the Holders but without coupons expense to them, shall provide for the exchange of all Notes at the time outstanding for Notes authenticated and delivered in denominations of €100,000 and any integral multiple of €1,000 in excess thereofsuch new name.

Execution and Authentication. One Officer shall sign the Notes for the Company by manual or facsimile signature. The Notes Company's seal shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers reproduced on the Notes and may be manual, facsimile, .pdf attachment or other electronically transmitted signaturein facsimile form. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Notea Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid neverthelessuntil authenticated by the manual signature of the Trustee. No Note Such signature shall be entitled to any benefit conclusive evidence that the Note has been authenticated under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a Indenture. The form of Trustee's certificate of authentication substantially in the form provided for herein executed to be borne by the Notes shall be substantially as set forth in Exhibit A-1 or Exhibit A-2 hereto. The Trustee shall authenticate (i) the Series C Notes for original issue up to the aggregate principal amount stated in paragraph 4 of the Notes and (ii) the Series D Notes from time to time for issue only in exchange for a like principal amount of Series C Notes, in each case upon a written order of the Company signed by manual signatureone Officer, which written order shall specify (i) the amount of Notes to be authenticated, (ii) whether the Notes are Series C Notes or Series D Notes, and (iii) the amount of Notes to be issued in global form or definitive form. The aggregate principal amount of Notes outstanding at any time may not exceed such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation amount except as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture2.07 hereof. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Company, any Guarantor or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofCompany.

Execution and Authentication. The Two Officers shall sign, or one Officer shall sign and one Officer (each of whom shall, in each case, have been duly authorized by all requisite corporate actions) shall attest to, the Notes shall be executed on behalf of for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.the

Execution and Authentication. The At least one Officer shall execute the Notes shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Notea Note is authenticated, the Note shall nevertheless be valid neverthelessvalid. No A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed of Exhibit A by the Trustee by manual signature, and such certificate upon any Note signature of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunderunder this Indenture. Notwithstanding On the foregoingIssue Date, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee shall, upon receipt of an Issuer Order (an “Authentication Order”), authenticate and deliver the Initial Notes. In addition, at any time, from time to time, the Trustee shall, upon receipt of an Authentication Order, authenticate and deliver any Additional Notes for cancellation as provided an aggregate principal amount specified in Section 2.12, such Authentication Order for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this IndentureAdditional Notes issued hereunder. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Holders or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes The Trustee shall have the right to decline to authenticate and deliver any Notes if (a) the Trustee, being advised by counsel, determines, in its reasonable discretion, that such action may not be taken lawfully, or (b) the Trustee in good faith by its Board of this Indenture. Notes trustees, executive committee or a trust committee of directors and/or Responsible Officers shall be issuable only determine, in registered form without coupons in denominations its reasonable discretion, that such action would expose the Trustee to personal liability to Holders of €100,000 and any integral multiple of €1,000 in excess thereofthen outstanding Notes.

Execution and Authentication. The Two Officers shall sign, or one Officer shall sign and one Officer (each of whom shall, in each case, have been duly authorized by all requisite corporate actions) shall attest to, the Notes shall be executed on behalf of for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in denominations of €100,000 $1,000 and any integral multiple multiples of €1,000 in excess thereof$1,000.

Execution and Authentication. The (a) A new Series of Notes shall or Additional Notes of an existing Series, Class, Subclass or Tranche of Notes shall, upon issuance pursuant to Section 2.2, be executed on behalf of the Co-Issuers by an Authorized Officer of each Co-Issuer and delivered by two Officers of the IssuerCo-Issuers to the Trustee for authentication and redelivery as provided herein. The signature of any of these Officers each such Authorized Officer on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an Authorized Officer of any Co-Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid nevertheless. valid. (b) At any time and from time to time after the execution and delivery of this Base Indenture, the Co-Issuers may deliver Notes of any particular Series (issued pursuant to Section 2.2) executed by the Co-Issuers to the Trustee for authentication, together with one or more Company Orders for the authentication and delivery of such Notes, and the Trustee, in accordance with such Company Order and this Base Indenture, shall authenticate and deliver such Notes. (c) No Note shall be entitled to any benefit under this the Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein below, duly executed by the Trustee by the manual signature, and signature of a Trust Officer. Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated under this Base Indenture. The Trustee may appoint an authenticating agent acceptable to the Co-Issuers to authenticate Notes. Unless limited by the term of such appointment, an authenticating agent may authenticate Notes whenever the Trustee may do so. Each reference in this Base Indenture to authentication by the Trustee includes authentication by such authenticating agent. The Trustee’s certificate of authentication shall be in substantially the following form: “This is one of the Notes of a Series issued under the within mentioned Indenture. CITIBANK, N.A., as Trustee By: Name: Title: Authorized Signatory” (d) Each Note shall be dated and delivered hereunder. issued as of the date of its authentication by the Trustee. (e) Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerCo-Issuers, and the Issuer Co-Issuers shall deliver such Note to the Trustee for cancellation as provided in Section 2.122.14 together with a written statement to the Trustee and the Servicer (which need not comply with Section 14.3) stating that such Note has never been issued and sold by the Co-Issuers, for all purposes of this the Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never not be entitled to the benefits of this the Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes (a) Each Note shall be executed by the manual or the facsimile signature on behalf of the Issuer by two any of the Authorized Officers of the Issuer. The Notes bearing the manual or facsimile signature of any of these Officers on the Notes may be manualindividual who was, facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time when such signature was affixed, authorized to sign on behalf of the Issuer shall not be rendered invalid, notwithstanding that such individual has ceased to be so authorized prior to the authentication and delivery of such execution but no longer holds that Notes or does not hold such office at the date of such Notes. (b) From time to time after the Trustee authenticates the Noteexecution and delivery of this Base Indenture, the Note Issuer may deliver Notes of any particular Series executed by the Issuer to the Indenture Trustee for authentication, together with one or more Issuer Orders for the authentication and delivery of such Notes, and the Indenture Trustee, in accordance with such Issuer Order and this Base Indenture, shall be valid nevertheless. No authenticate and deliver such Notes. (c) Unless otherwise provided in the related Series Supplement, no Note shall be entitled to any benefit under this Base Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein herein, duly executed by the Indenture Trustee by the manual signaturesignature of a Trust Officer and the agent of a foreign exchange (the "Non-U.S. Exchange Agent"), if such Notes are listed on a non-U.S. stock exchange, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated under this Base Indenture. The Indenture Trustee may appoint an authenticating agent acceptable to the Issuer to authenticate Notes. Unless limited by the term of such appointment, an authenticating agent may authenticate Notes whenever the Indenture Trustee may do so. Each reference in this Base Indenture to authentication by the Indenture Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer or an Affiliate of the Issuer. The Indenture Trustee's certificate of authentication shall be in substantially the following form: This is one of the [ENTER SPECIFIC NAME OF NOTE] (i) of a series issued under the within mentioned Base Indenture and delivered hereunder(ii) designated above and referred to in the within mentioned [ENTER NAME OF SERIES SUPPLEMENT.]. BANK ONE, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee, By: ----------------------------------------- Authorized Signatory Date: (d) Each Note shall be dated and issued as of the date of its authentication by the Indenture Trustee. (e) Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Indenture Trustee for cancellation as provided in Section 2.122.14 together with a written statement (which need not comply with Section 13.3 and need not be accompanied by an Opinion of Counsel) stating that such Note has never been issued and sold by the Issuer, for all purposes of this Base Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never not be entitled to the benefits of this Base Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes (a) Two Officers, one of whom shall be executed on behalf the Chairman of the Issuer by two Officers Board, the President, the Chief Executive Officer or the Chief Financial Officer of the Issuer. The signature of any of these Officers on Company, shall sign the Notes may be manual, facsimile, .pdf attachment Debentures for the Company by manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but Debenture no longer holds that office at the time the Trustee authenticates the NoteDebenture, the Note Debenture shall be valid nevertheless. No Note . (b) A Debenture shall be entitled to any benefit under this Indenture or not be valid or obligatory for any purpose unless there appears on such Note a certificate until an authorized signatory of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note authenticates the Debenture. The signature of the Trustee on a Debenture shall be conclusive evidence, and the only evidence, evidence that such Note Debenture has been duly and validly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of under this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable form of Trustee's certificate of authentication to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication be borne by the Trustee includes authentication by such agent. An authenticating agent has Debentures shall be substantially as set forth in Exhibit A hereto. (c) At any time and from time to time after the same rights as an Agent to deal with the Issuer execution and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes delivery of this Indenture, the Trustee shall authenticate and make available for delivery Debentures for original issue on the Issue Date in an aggregate principal amount not to exceed $[ ], upon a written order of the Company signed by two Officers of the Company (a "Company Order"). Notes Such Company Order shall specify the amount of the Debentures to be issuable only authenticated and the date on which the original issue of Debentures is to be authenticated. Except as expressly set forth in registered form without coupons in denominations of €100,000 Article IV, all Debentures issued under this Indenture shall vote and any integral multiple of €1,000 in excess thereofconsent together on all matters as one class.

Execution and Authentication. The At least one Officer of each of the Issuer and the Co-Issuer shall execute the Notes shall be executed on behalf of the Issuer and the Co-Issuer, as applicable, by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment facsimile or other electronically transmitted electronic (including “.pdf”) signature. If an Officer of the Issuer or the Co-Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall nevertheless be valid neverthelessvalid. No A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed of Exhibit A hereto, by the Trustee by manual signature, and such certificate upon any Note signature of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunderunder this Indenture. Notwithstanding On the foregoingIssue Date, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee shall, upon receipt of an Issuers’ Order (an “Authentication Order”), authenticate and deliver the Initial Notes in the aggregate principal amount or amounts specified in such Authentication Order. In addition, at any time, from time to time, the Trustee shall, upon receipt of an Authentication Order, authenticate and deliver any Additional Notes or Exchange Notes for cancellation as provided an aggregate principal amount specified in Section 2.12, such Authentication Order for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this IndentureAdditional Notes or Exchange Notes issued or increased hereunder. The Trustee may appoint one or more an authenticating agents reasonably agent (an “Authentication Agent”) acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Holders or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofIssuers.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer Company by two Officers of the IssuerCompany . The signature of any of these Officers on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerCompany, and the Issuer Company shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer Company and Affiliates of the IssuerCompany. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 $1,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. (a) The Notes shall shall, upon issue pursuant to Section 2.2, be executed on behalf of the Co-Issuers by an Authorized Officer of each Co-Issuer and delivered by two Officers of the IssuerCo-Issuers to the Trustee for authentication and redelivery as provided herein. The signature of any of these Officers each such Authorized Officer on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an Authorized Officer of any Co-Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid nevertheless. valid. (b) At any time and from time to time after the execution and delivery of this Base Indenture, the Co-Issuers may deliver Notes of any particular Series (issued pursuant to Section 2.2) executed by the Co-Issuers to the Trustee for authentication, together with one or more Company Orders for the authentication and delivery of such Notes, and the Trustee, in accordance with such Company Order and this Base Indenture, shall authenticate and deliver such Notes. (c) No Note shall be entitled to any benefit under this the Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein below, duly executed by the Trustee by the manual signature, or facsimile signature of a Trust Officer (and by the applicable non-U.S. listing agent if (i) the Notes of the Series to which such Note belongs are listed on a non-U.S. stock exchange and (ii) the applicable rules and regulations governing the listing of such Notes on such non-U.S. stock exchange require such authentication by such non-U.S. listing agent). Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated under this Base Indenture. The Trustee may appoint an authenticating agent acceptable to the Co-Issuers to authenticate Notes. Unless limited by the term of such appointment, an authenticating agent may authenticate Notes whenever the Trustee may do so. Each reference in this Base Indenture to authentication by the Trustee includes authentication by such authenticating agent. The Trustee’s certificate of authentication shall be in substantially the following form: This is one of the Notes of a Series issued under the within mentioned Indenture. U.S. Bank National Association, as Trustee By: Authorized Signatory (d) Each Note shall be dated and delivered hereunder. issued as of the date of its authentication by the Trustee or authenticating agent. (e) Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerCo-Issuers, and the Issuer Co-Issuers shall deliver such Note to the Trustee for cancellation as provided in Section 2.122.14 together with a written statement to the Trustee (which need not comply with Section 13.3 and need not be accompanied by an Opinion of Counsel) stating that such Note has never been issued and sold by the Co-Issuers, for all purposes of this the Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never not be entitled to the benefits of this the Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. (a) The Notes shall (other than Uncertificated Notes) shall, upon issuance pursuant to Section 2.2, be executed on behalf of the Master Issuer by two Officers an Authorized Officer of the IssuerMaster Issuer and delivered by the Master Issuer to the Trustee for authentication and redelivery as provided herein. The signature of any of these Officers each such Authorized Officer on the Notes may be manual, scanned or facsimile, .pdf attachment or other electronically transmitted signature. If an Authorized Officer of the Master Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid nevertheless. valid. (b) At any time and from time to time after the execution and delivery of this Base Indenture, the Master Issuer may deliver Notes (other than Uncertificated Notes) of any particular Series (issued pursuant to Section 2.2) executed by the Master Issuer to the Trustee for authentication, together with one or more Company Orders for the authentication and delivery (or registration, in the case of Uncertificated Notes) of such Notes, and the Trustee, in accordance with such Company Order and this Base Indenture, shall authenticate and deliver such Notes (or register such Notes, in the case of Uncertificated Notes). (c) No Note (other than Uncertificated Notes) shall be entitled to any benefit under this the Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein below, duly executed by the Trustee by the manual signature, and signature of a Trust Officer. Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of under this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Base Indenture. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Master Issuer to authenticate the Notes. Unless otherwise provided in limited by the term of such appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Base Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.12

Execution and Authentication. The Notes shall be executed on behalf of the Issuer by two Two Officers of the Issuer. The signature of any of these Officers on Company shall sign the Notes may be manual, facsimile, .pdf attachment for the Company by manual or other electronically transmitted facsimile signature. If an Officer of the Company whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid. A Note shall not be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed until authenticated by the manual signature of the Trustee. The signature of the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and evidence that the only evidence, that such Note so authenticated has been duly authenticated and delivered hereunderunder this Indenture. Notwithstanding The Trustee shall, upon receipt of a written order of the foregoingCompany signed by two Officers (an “Authentication Order”), if any Note shall have been authenticated and delivered hereunder but never issued and sold by authenticate (i) Notes for original issue in an aggregate principal amount up to $390,000,000 on the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes date of this Indenture such Note shall be deemed never and (ii) Additional Notes from time to have been authenticated and delivered hereunder and shall never be entitled to the benefits of time as permitted under this Indenture. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in limited by the terms of such appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with any Holder, the Issuer and Affiliates Company or an Affiliate of the IssuerCompany. Each Paying Agent is designated as an The Trustee shall not be liable for any act or failure to act of the authenticating agent for purposes of to perform any duty either required herein or authorized herein to be performed by such person in accordance with this Indenture. Notes Each authenticating agent shall be issuable only acceptable to the Company and otherwise comply in registered form without coupons all respects with the eligibility requirements of the Trustee contained in denominations of €100,000 and any integral multiple of €1,000 in excess thereofthis Indenture.

Execution and Authentication. The Two Officers shall sign, or one Officer shall sign and one Officer (each of whom shall, in each case, have been duly authorized by all requisite corporate actions) shall attest to, the Notes shall be executed on behalf of for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section SECTION 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in denominations of €100,000 $1,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes Two Officers shall be executed on behalf sign, or one Officer shall sign and one Officer (each of the Issuer whom shall, in each case, have been duly authorized by two Officers of the Issuer. The signature of any of these Officers on all requisite corporate actions) shall attest to, the Notes may be manual, facsimile, .pdf attachment for the Company by manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerCompany, and the Issuer Company shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer Com- pany and Affiliates of the IssuerCompany. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in denominations of €100,000 $1,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The (a) A new Series of Notes shall or Additional Notes (other than Uncertificated Notes) of an existing Series, Class, Subclass or Tranche of Notes shall, upon issuance pursuant to Section 2.2, be executed on behalf of the Issuer by two Officers an Authorized Officer of the IssuerIssuer and delivered by the Issuer to the Trustee for authentication and redelivery as provided herein. The signature of any of these Officers such Authorized Officer on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an Authorized Officer of the Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid nevertheless. valid. (b) At any time and from time to time after the execution and delivery of this Base Indenture, the Issuer may deliver Notes of any particular Series (issued pursuant to Section 2.2) executed by the Issuer to the Trustee for authentication(other than Uncertificated Notes), together with one or more Company Orders for the authentication and delivery of such Notes (or registration in the case of Uncertificated Notes), and the Trustee, in accordance with such Company Order and this Base Indenture, shall authenticate and deliver such Notes (or register such Notes, in the case of Uncertificated Notes). (c) No Note (other than Uncertificated Notes) shall be entitled to any benefit under this the Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein below, duly executed by the Trustee by the manual signature, and signature of a Trust Officer. Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated under this Base Indenture. The Trustee may appoint an authenticating agent acceptable to the Issuer to authenticate Notes. Unless limited by the term of such appointment, an authenticating agent may authenticate any applicable Notes whenever the Trustee may do so. Each reference in this Base Indenture to authentication by the Trustee includes authentication by such authenticating agent. The Trustee’s certificate of authentication shall be in substantially the following form: “This is one of the Notes of a Series issued under the within mentioned Indenture. CITIBANK, N.A., as Trustee By: Name: Title: Authorized Signatory” (d) Each Note (other than Uncertificated Notes) shall be dated and delivered hereunder. issued as of the date of its authentication by the Trustee. (e) Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation (or deregistration) as provided in Section 2.122.14 together with a written statement to the Trustee and the Servicer (which need not comply with Section 14.3) stating that such Note has never been issued and sold by the Issuer, for all purposes of this the Indenture such Note shall be deemed never to have been authenticated and delivered (or registered) hereunder and shall never not be entitled to the benefits of this the Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Two Officers shall sign, or one Officer shall sign and one Officer (each of whom shall, in each case, have been duly authorized by all requisite corporate actions) shall attest to, the Notes shall be executed on behalf of for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofU.S.$1.00.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer by two Officers an Officer of the Issuer. The signature of any of these Officers the Officer on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an the Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to agents, at the Issuer expense of the Issuer, to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The At least one Officer of the Escrow Issuer or, from and after the Escrow Release Date, each Issuer shall execute the Notes shall be executed on behalf of the Escrow Issuer or, from and after the Escrow Release Date, each Issuer, as applicable, by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment electronic or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Notea Note is authenticated, the Note shall nevertheless be valid neverthelessvalid. No A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed of Exhibit A hereto, as the case may be, by the Trustee by manual signature, and such certificate upon any Note signature of the Trustee. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered under this Indenture. On the Issue Date, the Trustee shall, upon receipt of an Issuer Order to authenticate (an “Authentication Order”) the Initial Notes, authenticate and deliver the Initial Notes. In addition, at any time, from time to time, the Trustee shall, upon receipt of a Board Resolution and an Authentication Order, authenticate and deliver any Additional Notes for an aggregate principal amount specified in such Authentication Order for such Additional Notes issued hereunder. Notwithstanding Such Authentication Order shall specify the foregoingamount of the Notes to be authenticated and, if in case of any Note issuance of Additional Notes pursuant to Section 2.01, shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver certify that such Note to the Trustee for cancellation as provided issuance is in compliance with Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture4.09. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Holders or an Affiliate of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes (a) Each Note shall be executed by the manual or the facsimile signature of an Authorized Officer. Notes bearing the manual or facsimile signature of an individual who was, at the time when such signature was affixed, authorized to sign on behalf of the Issuer by two Officers shall not be rendered invalid, notwithstanding that such individual has ceased to be so authorized or does not hold such office, in each case whether prior or subsequent to the authentication and delivery of such Notes. (b) At any time and from time to time after the Issuer. The signature execution and delivery of this Indenture, the Issuer may deliver Notes of any of these Officers on particular Series executed by the Notes may be manualIssuer to the Trustee for authentication, facsimile, .pdf attachment together with one or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at more Company Orders for the time authentication and delivery of such execution but no longer holds that office at Notes, and the time the Trustee authenticates the NoteTrustee, the Note in accordance with such Company Order and this Indenture, shall be valid nevertheless. authenticate and deliver such Notes. (c) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein herein, duly executed by the Trustee by the manual signature, and signature of a Responsible Officer. Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated under this Indenture. The Trustee may appoint an authenticating agent acceptable to the Issuer to authenticate Notes. Unless limited by the term of such appointment, an authenticating agent may authenticate Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer or an Affiliate of the Issuer. The Trustee’s certificate of authentication shall be in substantially the following form: This is one of the Notes of a series issued under the within mentioned Indenture. THE BANK OF NEW YORK, as Trustee Dated: By: Authorized Signatory (d) Each Note shall be dated and delivered hereunder. issued as of the date of its authentication by the Trustee. (e) Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.122.14 together with a written statement (which need not comply with Section 13.3 and need not be accompanied by an Opinion of Counsel) stating that such Note has never been issued and sold by the Issuer, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never not be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The An Officer (who shall, in each case, have been duly authorized by all requisite corporate actions) shall sign the Notes shall be executed on behalf of for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment electronic or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signaturemanual, electronic or facsimile signature of an authorized officer, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in minimum denominations of €100,000 $2,000 and any integral multiple multiples of €$1,000 in excess thereof.

Execution and Authentication. The (a) Two Officers of the Issuer shall execute the Notes shall be executed on behalf of the Issuer by two Officers of the Issuermanual or facsimile signature. The signature of any of these Officers Issuer's seal may but need not be impressed, affixed, imprinted or reproduced on the Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signature. Notes. (b) If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated or at any time thereafter, the Note shall be valid nevertheless. No . (c) A Note shall be entitled to any benefit under this Indenture or not be valid or obligatory for any purpose unless there appears on such Note a until an authorized signatory of the Trustee manually signs the certificate of authentication substantially in on the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note Note. Such signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated under this Indenture. (d) The Trustee shall authenticate Notes on the Issue Date in an aggregate principal amount of [e]270.0 million, upon receipt of an Issuer Request signed by two Officers of the Issuer directing the Trustee to authenticate the Notes and delivered hereunder. Notwithstanding certifying that all conditions precedent to the foregoing, if any Note shall issuance of the Notes contained herein have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer complied with (an "Authentication Order"). The Trustee shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes authenticate Additional Notes upon receipt of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. an Authentication Order relating thereto. (e) The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in limited by the terms of such appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An Such authenticating agent has shall have the same rights as an Agent to deal the Trustee in any dealings hereunder with the Issuer and Affiliates or with any of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof's Affiliates.

Execution and Authentication. The Notes (a) One or more Officers shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on sign the Notes may be for the Company by manual, facsimile, .pdf attachment electronically or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No . (b) A Note shall be entitled to any benefit under this Indenture or not be valid or obligatory for any purpose unless there appears on such Note a certificate until an authorized signatory of authentication substantially in the form provided for herein executed by the Trustee manually, electronically or by manual signature, and such certificate upon any facsimile authenticates the Note. The signature of the Trustee on a Note shall be conclusive evidence, and the only evidence, evidence that such Note has been duly and validly authenticated and delivered hereunder. Notwithstanding issued under this Indenture. (c) At any time and from time to time after the foregoing, if any Note shall have been authenticated execution and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits delivery of this Indenture, the Trustee shall authenticate and make available for delivery Notes upon a written order of the Company signed by an Officer of the Company (the “Company Order”). A Company Order shall specify the amount of the Notes to be authenticated and the date on which the original issue of Notes is to be authenticated. (d) The Trustee may appoint one or more authenticating agents an agent (the “Authenticating Agent”) reasonably acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in limited by the terms of such appointment, an authenticating agent any such Authenticating Agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent the Authenticating Agent. (e) In case a Successor Company has the same rights as executed an Agent to deal indenture supplemental hereto with the Issuer and Affiliates Trustee pursuant to Article IV, any of the IssuerNotes authenticated or delivered prior to such transaction may, from time to time, at the request of the Successor Company, be exchanged for other Notes executed in the name of the Successor Company with such changes in phraseology and form as may be appropriate, but otherwise identical to the Notes surrendered for such exchange and of like principal amount; and the Trustee, upon Company Order of the Successor Company, shall authenticate and deliver Notes as specified in such order for the purpose of such exchange. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. If Notes shall at any time be issuable only authenticated and delivered in registered form any new name of a Successor Company pursuant to this Section 2.2 in exchange or substitution for or upon registration of transfer of any Notes, such Successor Company, at the option of the Holders but without coupons expense to them, shall provide for the exchange of all Notes at the time Outstanding for Notes authenticated and delivered in denominations of €100,000 and any integral multiple of €1,000 in excess thereofsuch new name.

Execution and Authentication. The Notes (i) Each Security shall be executed by manual or facsimile signature by the Issuer. Securities bearing the manual or facsimile signature of the individual who was, at the time when such signature was affixed, authorized to sign on behalf of the Issuer by two Officers of shall not be rendered invalid, notwithstanding that such individual has ceased to be so authorized prior to the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time authentication and delivery of such execution but no longer holds that Securities or does not hold such office at the time the Trustee authenticates the Note, the Note shall be valid neverthelessdate of such Securities. No Note Securities shall be entitled to any benefit under this Indenture Indenture, or be valid or obligatory for any purpose purpose, unless there appears on such Note Security a certificate of authentication substantially in the form provided for herein herein, duly executed by or on behalf of the Indenture Trustee by the manual signaturesignature of a duly authorized signatory, and such certificate upon any Note Security shall be conclusive evidence, and the only evidence, that such Note Security has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note . (ii) The Issuer shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, execute and the Indenture Trustee shall authenticate and deliver the Securities having the terms specified herein, upon the receipt of an Issuer Order, to the purchasers thereof, the underwriters for sale or to the Issuer for initial retention by it. The Issuer shall execute and the Indenture Trustee shall authenticate and deliver such each Global Note that is 4147-9029-0755.4 issued upon original issuance thereof, upon the receipt of an Issuer Order against payment of the purchase price therefor. The Issuer shall execute and the Indenture Trustee shall authenticate Book-Entry Notes that are issued upon original issuance thereof, upon the receipt of an Issuer Order, to the Trustee for cancellation a Clearing Agency or its nominee as provided in Section 2.12, for all purposes 2.16 against payment of this Indenture such Note the purchase price thereof. (iii) All Securities shall be deemed never to have been authenticated dated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights issued as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes date of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereoftheir authentication.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer by two Officers an Officer of the Issuer. The signature of any of these Officers on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall be issuable only in registered form without coupons in denominations of €100,000 $2,000 and any integral multiple multiples of €$1,000 in excess thereofof $2,000.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 $2,000 and any integral multiple of €$1,000 in excess thereof.

Execution and Authentication. The Two Officers shall sign the Notes shall be executed on behalf for the Company by manual or facsimile signature. Notes bearing the manual or facsimile signatures of individuals who were at any time the Issuer by two proper Officers of the Issuer. The signature of Company shall bind the Company, notwithstanding that such individuals or any of these Officers on them have ceased to hold such offices prior to the authentication and delivery of such Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer did not hold such offices at the time date of such Notes. At any time and from time to time after the execution but no longer holds that office at and delivery of this Indenture, the time Company may deliver Notes executed by the Company to the Trustee authenticates for authentication, together with a Company Order for the Note, authentication and delivery of such Notes; and the Trustee in accordance with such Company Order shall authenticate and deliver such Notes as in this Indenture provided and not otherwise. Each Note shall be valid neverthelessdated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note The Trustee shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note authenticate Notes for original issue up to the Trustee for cancellation as provided aggregate principal amount stated in Section 2.12paragraph 4 of the Notes, for all purposes upon receipt of this Indenture a Company Order. The aggregate principal amount of Notes Outstanding at any time may not exceed such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indentureamount. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as Company or an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereofAffiliate.

Execution and Authentication. (a) The Notes Bonds shall be executed in the name of the Authority by the manual or facsimile signature of the Executive Director or other Authorized Officer of the Authority, and its corporate seal (or a facsimile thereof) shall be thereunto affixed, imprinted, engraved or otherwise reproduced, and attested by the manual or facsimile signature of an Authorized Officer. In case any one or more of the officers who shall have signed any of the Bonds shall cease to be such officer before the Bonds so signed and sealed shall have been actually authenticated and delivered by the Trustee, such Bonds may, nevertheless, be authenticated and delivered as herein provided, and may be issued as if the persons who signed or sealed such Bonds had not ceased to hold such offices. Any Bond of a Series may be signed and sealed on behalf of the Issuer Authority by two Officers such persons as at the actual time of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time execution of such execution but no longer holds that Bond shall be duly authorized or hold the proper office at the time Authority, although at the Trustee authenticates date of the NoteBonds of such Series such persons may not have been so authorized or have held such office. (b) The Bonds of each Series shall bear thereon a certificate of authentication, in substantially the Note shall be valid neverthelessfollowing form, executed manually by the Trustee. No Note Only such Bonds as bear such certificate of authentication shall be entitled to any right or benefit under this Indenture or Trust Agreement and no Bond shall be valid or obligatory for any purpose unless there appears on until such Note a certificate of authentication substantially in the form provided for herein shall have been duly executed by the Trustee. Such certificate of the Trustee by manual signature, and such certificate upon any Note Bond shall be conclusive evidence, and evidence that the only evidence, that such Note Bond so authenticated has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, under this Trust Agreement and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be Registered Owner thereof is entitled to the benefits of this Indenture. The Trustee may appoint Trust Agreement: This bond is one or more authenticating agents reasonably acceptable to of the Issuer to authenticate Bonds of the Notes. Unless otherwise provided Massachusetts School Building Authority described in the appointment, an authenticating agent may authenticate Trust Agreement and in the Notes whenever the Trustee may do so. Each reference Supplemental Trust Agreement defined in this Indenture to authentication by the bond. THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates Date of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.Authentication: By: Authorized Signatory

Execution and Authentication. The At least one Officer of the Issuer shall execute the Notes shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment facsimile or other electronically transmitted signatureelectronic (including “PDF”) signature (except as otherwise required by the Applicable Procedures). If an Officer of the Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee or its Authenticating Agent authenticates the Note, the Note shall nevertheless be valid neverthelessvalid. No A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication until authenticated substantially in the form provided for herein executed of Exhibit A attached hereto, as the case may be, by the manual signature of an authorized signatory of the Trustee by manual signature, and such certificate upon any Note or its Authenticating Agent. The signature shall be conclusive evidence, and evidence that the only evidence, that such Note has been duly authenticated and delivered hereunderunder this Indenture. Notwithstanding On the foregoingIssue Date, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12or its Authenticating Agent shall, for all purposes upon receipt of this Indenture such Note shall be deemed never an Issuer Order (an “Authentication Order”) and Officer’s Certificate, authenticate and deliver the Initial Notes. In addition, at any time, from time to have been authenticated time, the Trustee or its Authenticating Agent shall, upon receipt of an Authentication Order, Opinion of Counsel and delivered hereunder Officer’s Certificate authenticate and shall never be entitled to the benefits of this Indenturedeliver any Additional Notes. The Trustee may appoint one or more authenticating agents reasonably (each an “Authenticating Agent”) acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an An authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each any Registrar, Paying Agent is designated as an authenticating or agent for purposes service of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 notices and any integral multiple of €1,000 in excess thereofdemands.

Execution and Authentication. (a) The Notes shall (other than Uncertificated Notes) shall, upon issuance pursuant to Section 2.2, be executed on behalf of the Master Issuer by two Officers an Authorized Officer of the IssuerMaster Issuer and delivered by the Master Issuer to the Trustee for authentication and redelivery as provided herein. The signature of any of these Officers each such Authorized Officer on the Notes may be manual, scanned, electronic or facsimile, .pdf attachment or other electronically transmitted signature. If an Authorized Officer of the Master Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid nevertheless. valid. (b) At any time and from time to time after the execution and delivery of this Base Indenture, the Master Issuer may deliver Notes (other than Uncertificated Notes) of any particular Series (issued pursuant to Section 2.2) executed by the Master Issuer to the Trustee for authentication, together with one or more Company Orders for the authentication and delivery (or registration, in the case of Uncertificated Notes) of such Notes, and the Trustee, in accordance with such Company Order and this Base Indenture, shall authenticate and deliver such Notes (or register such Notes, in the case of Uncertificated Notes). (c) No Note (other than Uncertificated Notes) shall be entitled to any benefit under this the Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein below, duly executed by the Trustee by manual signaturethe manual, and scanned, facsimile or electronic signature of a Trust Officer. Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated under this Base Indenture. The Trustee may appoint an authenticating agent acceptable to the Master Issuer to authenticate Notes. Unless limited by the term of such appointment, an authenticating agent may authenticate Notes whenever the Trustee may do so. Each reference in this Base Indenture to authentication by the Trustee includes authentication by such authenticating agent. The Trustee’s certificate of authentication shall be in substantially the following form: “This is one of the Notes of a Series issued under the within mentioned Indenture. Citibank, N.A., as Trustee By: Authorized Signatory” (d) Each Note (other than Uncertificated Notes) shall be dated and delivered hereunder. issued as of the date of its authentication by the Trustee. (e) Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Master Issuer, and the Master Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.122.14 together with a written statement to the Trustee and the Control Party (which need not comply with Section 14.3) stating that such Note has never been issued and sold by the Master Issuer, for all purposes of this the Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never not be entitled to the benefits of this the Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.

Execution and Authentication. The Notes An Officer shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on sign the Notes may be manual, facsimile, .pdf attachment for the Company by manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No A Note shall be entitled to any benefit under this Indenture or not be valid or obligatory for any purpose unless there appears on such Note a certificate until an authorized signatory of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any manually authenticates the Note. The signature of the Trustee on a Note shall be conclusive evidence, and the only evidence, evidence that such Note has been duly and validly authenticated and delivered hereunderissued under this Indenture. Notwithstanding At any time and from time to time after the foregoing, if any Note shall have been authenticated execution and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits delivery of this Indenture, the Trustee shall, upon the written direction or order of the Company, authenticate and make available for delivery: Notes for original issue in an aggregate principal amount of up to $175,000,000 upon a written order of the Company signed by two Officers of the Company (the "Company Order"). Such Company Order shall specify the amount of the Notes to be authenticated. The Trustee may appoint one or more authenticating agents an agent (the "Authenticating Agent") reasonably acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in limited by the terms of such appointment, an authenticating agent any such Authenticating Agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has In case the same rights Company pursuant to Article IV shall be consolidated or merged with or into any other Person or shall convey, transfer, lease or otherwise dispose of its properties and assets substantially as an Agent entirety to deal any Person, and the successor Person resulting from such consolidation, or surviving such merger, or into which the Company shall have been merged, or the Person which shall have received a conveyance, transfer, lease or other disposition as aforesaid, shall have executed an indenture supplemental hereto with the Issuer and Affiliates Trustee pursuant to Article IV, any of the IssuerNotes authenticated or delivered prior to such consolidation, merger, conveyance, transfer, lease or other disposition may, from time to time, at the request of the successor Person, be exchanged for other Notes executed in the name of the successor Person with such changes in phraseology and form as may be appropriate, but otherwise in substance of like tenor as the Notes surrendered for such exchange and of like principal amount; and the Trustee, upon Company Order of the successor Person, shall authenticate and deliver Notes as specified in such order for the purpose of such exchange. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. If Notes shall at any time be issuable only authenticated and delivered in registered form any new name of a successor Person pursuant to this Section 2.2 in exchange or substitution for or upon registration of transfer of any Notes, such successor Person, at the option of the Holders but without coupons expense to them, shall provide for the exchange of all Notes at the time outstanding for Notes authenticated and delivered in denominations of €100,000 and any integral multiple of €1,000 in excess thereofsuch new name.

Execution and Authentication. The Notes An Officer shall be executed on behalf of the Issuer by two Officers of the Issuer. The signature of any of these Officers on sign the Notes may be manual, facsimile, .pdf attachment for the Company by manual or other electronically transmitted facsimile signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No A Note shall be entitled to any benefit under this Indenture or not be valid or obligatory for any purpose unless there appears on such Note a certificate until an authorized signatory of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any manually authenticates the Note. The signature of the Trustee on a Note shall be conclusive evidence, and the only evidence, evidence that such Note has been duly and validly authenticated and delivered hereunderissued under this Indenture. Notwithstanding At any time and from time to time after the foregoing, if any Note shall have been authenticated execution and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits delivery of this Indenture, the Trustee shall, upon the written direction or order of the Company, authenticate and make available for delivery: Notes for original issue in an aggregate principal amount of up to $150,000,000 upon a written order of the Company signed by two Officers of the Company (the “Company Order”). Such Company Order shall specify the amount of the Notes to be authenticated. The Trustee may appoint one or more authenticating agents an agent (the “Authenticating Agent”) reasonably acceptable to the Issuer Company to authenticate the Notes. Unless otherwise provided in limited by the terms of such appointment, an authenticating agent any such Authenticating Agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has In case the same rights Company pursuant to Article IV shall be consolidated or merged with or into any other Person or shall convey, transfer, lease or otherwise dispose of its properties and assets substantially as an Agent entirety to deal any Person, and the successor Person resulting from such consolidation, or surviving such merger, or into which the Company shall have been merged, or the Person which shall have received a conveyance, transfer, lease or other disposition as aforesaid, shall have executed an indenture supplemental hereto with the Issuer and Affiliates Trustee pursuant to Article IV, any of the IssuerNotes authenticated or delivered prior to such consolidation, merger, conveyance, transfer, lease or other disposition may, from time to time, at the request of the successor Person, be exchanged for other Notes executed in the name of the successor Person with such changes in phraseology and form as may be appropriate, but otherwise in substance of like tenor as the Notes surrendered for such exchange and of like principal amount; and the Trustee, upon Company Order of the successor Person, shall authenticate and deliver Notes as specified in such order for the purpose of such exchange. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. If Notes shall at any time be issuable only authenticated and delivered in registered form any new name of a successor Person pursuant to this Section 2.2 in exchange or substitution for or upon registration of transfer of any Notes, such successor Person, at the option of the Holders but without coupons expense to them, shall provide for the exchange of all Notes at the time outstanding for Notes authenticated and delivered in denominations of €100,000 and any integral multiple of €1,000 in excess thereofsuch new name.

Execution and Authentication. The Notes shall be executed on behalf of the Issuer Issuers by two Officers of the each Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signature, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the IssuerIssuers, and the Issuer Issuers shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer Issuers to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer Issuers and Affiliates of the IssuerIssuers. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Table of Contents Notes shall be issuable only in registered form without coupons in denominations of €100,000 $2,000 and any integral multiple of €$1,000 in excess thereof.

Execution and Authentication. The An Officer (who shall, in each case, have been duly authorized by all requisite corporate actions) shall sign the Notes shall be executed on behalf of for the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment PDF or other electronically transmitted electronic signature. If an Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the Note, the Note shall be valid nevertheless. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by manual signatureof an authorized officer, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture. The Trustee may appoint one or more an authenticating agents agent reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. The Notes shall will be issuable only issued in registered form form, without coupons coupons, and in minimum denominations of €100,000 $2,000 and any integral multiple multiples of €$1,000 in excess thereof.

Execution and Authentication. (a) The Notes shall shall, upon issue pursuant to Section 2.2, be executed on behalf of HVF by an Authorized Officer and delivered by HVF to the Issuer by two Officers of the Issuer. The signature of any of these Officers on the Notes may be manual, facsimile, .pdf attachment or other electronically transmitted signatureTrustee for authentication and redelivery as provided herein. If an Authorized Officer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid nevertheless. valid. (b) At any time and from time to time after the execution and delivery of this Indenture, HVF may deliver Notes of any particular Series executed by HVF to the Trustee for authentication, together with one or more Company Orders for the authentication and delivery of such Notes, and the Trustee, in accordance with such Company Order and this Indenture, shall authenticate and deliver such Notes. (c) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein herein, duly executed by the Trustee by the manual signaturesignature of a Trust Officer (and the Luxembourg agent (the “Luxembourg Agent”), and if the Notes of the Series to which such Note belongs are listed on the Luxembourg Stock Exchange). Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.12, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of under this Indenture. The Trustee may appoint one or more an authenticating agents reasonably agent acceptable to the Issuer HVF to authenticate the Notes. Unless otherwise provided in limited by the term of such appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has The Trustee’s certificate of authentication shall be in substantially the same rights as an Agent to deal with the Issuer and Affiliates following form: This is one of the IssuerNotes of a Series issued under the within mentioned Indenture. BNY MIDWEST TRUST COMPANY, as Trustee By: (d) Each Paying Agent is designated Note shall be dated and issued as of the date of its authentication by the Trustee. (e) Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by HVF, and HVF shall deliver such Note to the Trustee for cancellation as provided in Section 2.14 together with a written statement (which need not comply with Section 13.3 and need not be accompanied by an authenticating agent Opinion of Counsel) stating that such Note has never been issued and sold by HVF, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall not be entitled to the benefits of this Indenture. The Trustee shall have the right to decline to authenticate and deliver any Notes shall under this Section 2.4 if the Trustee, based on the written advice of counsel, determines that such action may not lawfully be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereoftaken.

Execution and Authentication. (a) The Notes shall (other than Uncertificated Notes) shall, upon issuance pursuant to Section 2.2, be executed on behalf of the Issuer by two Officers an Authorized Officer of the IssuerIssuer and delivered by the Issuer to the Trustee for authentication and redelivery as provided herein. The signature of any of these Officers each such Authorized Officer on the Notes may be manual, manual or facsimile, .pdf attachment or other electronically transmitted signature. If an Authorized Officer of the Issuer whose signature is on a Note was an Officer at the time of such execution but no longer holds that office at the time the Trustee authenticates the NoteNote is authenticated, the Note shall nevertheless be valid nevertheless. valid. (b) At any time and from time to time after the execution and delivery of this Base Indenture, the Issuer may deliver Notes (other than Uncertificated Notes) of any particular Series (issued pursuant to Section 2.2) executed by the Issuer to the Trustee for authentication, together with one or more Company Orders for the authentication and delivery (or registration in the case of Uncertificated Notes) of Notes, and the Trustee, in accordance with such Company Order and this Base Indenture, shall authenticate and deliver such Notes (or register such Notes, in the case of Uncertificated Notes). (c) No Note (other than Uncertificated Notes) shall be entitled to any benefit under this the Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein below, duly executed by the Trustee by the manual signature, and signature of a Trust Officer. Such signatures on such certificate upon any Note shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated under this Base Indenture. The Trustee may appoint an authenticating agent acceptable to the Issuer to authenticate any applicable Notes. Unless limited by the term of such appointment, an authenticating agent may authenticate Notes whenever the Trustee may do so. Each reference in this Base Indenture to authentication by the Trustee includes authentication by such authenticating agent. The Trustee’s certificate of authentication shall be in substantially the following form: “This is one of the Notes of a Series issued under the within mentioned Indenture. CITIBANK, N.A., as Trustee By: Authorized Signatory” (d) Each Note (other than Uncertificated Notes) shall be dated and delivered hereunder. issued as of the date of its authentication by the Trustee. (e) Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Issuer, and the Issuer shall deliver such Note to the Trustee for cancellation as provided in Section 2.122.14 together with a written statement to the Trustee and the Servicer (which need not comply with Section 14.3) stating that such Note has never been issued and sold by the Issuer, for all purposes of this the Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never not be entitled to the benefits of this the Indenture. The Trustee may appoint one or more authenticating agents reasonably acceptable to the Issuer to authenticate the Notes. Unless otherwise provided in the appointment, an authenticating agent may authenticate the Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Issuer and Affiliates of the Issuer. Each Paying Agent is designated as an authenticating agent for purposes of this Indenture. Notes shall be issuable only in registered form without coupons in denominations of €100,000 and any integral multiple of €1,000 in excess thereof.