Common use of Selection of Notes to Be Redeemed or Purchased Clause in Contracts

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase (1) if the Notes are listed on an exchange, in compliance with the requirements of such exchange or in accordance with customary DTC procedures or (2) on a pro rata basis (to the extent practicable, or, in if the case of Notes issued in global form pursuant to Article 2 hereofpro rata basis is not practicable for any reason, based on a by lot or by such other method that as most nearly approximates a pro rata selection as basis subject to customary DTC procedures. If any Notes are listed on an exchange, and the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock rules of such exchange or depositary requirementsso require, the Company will notify the exchange of any such notice of redemption. In addition, the Company will notify the exchange of the principal amount of any Notes outstanding following any partial redemption of Notes. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less fewer than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee Trustee, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a or by such other method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law reasonable. No Notes of a principal amount of US$200,000 or applicable stock exchange less may be redeemed or depositary requirementspurchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee Registrar from the outstanding Notes not previously called for redemption or purchase. The Trustee Registrar will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 US$200,000 or whole integral multiples of $US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of US$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select Notes for redemption or purchase on a pro rata basis (among all outstanding Notes or, if the Notes are listed on any national securities exchange, in compliance with the case requirements of the principal national securities exchange on which the Notes issued are listed, in global form pursuant to Article 2 hereofeither case, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchaseredemption. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption. No Notes of $2,000 or less shall be redeemed in part. Notices of redemption shall be mailed by first class mail or purchasedelivered electronically at least 10 but not more than 60 days before the redemption date to each Holder of Notes to be redeemed at its registered address, except that redemption notices may be mailed or delivered electronically more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or a satisfaction and discharge of this Indenture. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note shall state the portion of the principal amount of that Note that is to be redeemed. A new Note in principal amount equal to the unredeemed portion of the original Note shall be issued in the name of the Holder of Notes upon cancellation of the original Note. Notes called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes or portions of them called for redemption, so long as the Company has deposited with the Paying Agent funds sufficient to pay the principal of, plus accrued and unpaid interest and premium, if any, on, the Notes to be redeemed.

Selection of Notes to Be Redeemed or Purchased. If less fewer than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee Trustee, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable Depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis (orbasis. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the case remaining outstanding amount must be at least equal to US$200,000 and integral multiples of Notes issued US$1,000 in global form pursuant to Article 2 hereofexcess thereof. None of the Trustee, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law Paying Agent or applicable stock exchange or depositary requirementsthe Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee Registrar from the outstanding Notes not previously called for redemption or purchase. The Trustee Registrar will promptly notify the Company in writing of the any Definitive Notes selected for redemption or purchase and, in the case of any such Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 US$200,000 or whole integral multiples of $US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of US$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If the Company chooses to redeem less than all of the Notes are to be redeemed or purchased in an offer to purchase at any timeNotes, selection of the Trustee will select Notes for redemption will be made by the Trustee either (a) in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed, or purchase (b) if the Notes are not then listed on a national securities exchange, on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a or by such method that most nearly approximates a pro rata selection as the Trustee deems may reasonably determine is fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 thirty (30) nor more than 60 sixty (60) days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 l,000 or whole multiples of $1,000 in excess thereofl,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (oror by lot, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary Depositary requirements. In the case of Global Notes issued pursuant to Article 2 hereof, the Depositary shall select Notes based on its Applicable Procedures. The Trustee shall not be liable for selections made by it in accordance with this paragraph or for the selections made by it in accordance with this paragraph or for selections made by the Depositary. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 15 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the outstanding Notes are to be redeemed or if less than all Notes tendered pursuant to an Offer are to be purchased in an offer to purchase at any timeby the Company, the Trustee will Trustee, on behalf of the Company, shall select Notes for redemption or purchase on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular outstanding Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from Company, in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed or, if the Notes are not listed on such an exchange the Trustee, on behalf of the Company, shall select the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, on a pro rata basis, by lot or by any other method that the entire Trustee deems fair and appropriate or, in the event the Notes are in global form, as otherwise prescribed by DTC. Notes redeemed or purchased in part shall only be redeemed or purchased in integral multiples of $1,000. If the Company elects to deliver notice of a redemption to Holders, the Trustee shall at least five days prior to the date notice of redemption is to be delivered, (i) select, on behalf of the Company, the Notes to be redeemed from Notes outstanding not previously called for redemption, and (ii) notify the Company of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder’s Notes that are to be redeemed. If fewer than all Notes tendered pursuant to an Offer are to be purchased, the Trustee shall, on behalf of the Company, select on or prior to the purchase date for such Offer the Notes to be purchased. The Trustee shall be redeemed select for redemption or purchasedpurchase Notes or portions of Notes in integral multiples of $1,000. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase. The Company shall notify the Trustee of its acceptance for payment of the Notes selected for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If Except with respect to purchases described in Section 3.07(g), if less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select the Notes for redemption to be redeemed or purchase purchased (i) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed, (ii) on a pro rata basis or (or, in iii) to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection as basis is not practicable by lot or such other similar method in accordance with the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementsApplicable Procedures to the extent applicable. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor (except in the event the Redemption Date is delayed as a result of any condition precedent to the occurrence thereof not being satisfied or waived by the Company in accordance with Section 3.07(e)) more than 60 days prior to the redemption or purchase date Redemption Date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; no Notes of $2,000 or less can be redeemed or purchased in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchaseredemption.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer pursuant to purchase at any timeSection 5.07, Section 3.05 or Section 5.09, as applicable, the Trustee will select Notes for redemption or purchase (a) in compliance with the requirements of the principal securities exchange, if any, on which the Notes are listed, as certified to the Trustee by the Issuer, and otherwise in compliance with the requirements of DTC, or (b) if the Notes are not so listed or such exchange prescribes no method of selection and the Notes are not held through DTC or DTC prescribes no method of selection, on a pro rata basis or by lot (orsubject to adjustments to maintain the authorized Notes denomination requirements and to any applicable policies and procedures of DTC), in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless except if otherwise required by law or applicable stock exchange or depositary requirementslaw. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 days nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase; provided that the Issuer shall provide the Trustee with sufficient notice of such partial redemption to enable the Trustee to select the Notes for partial redemption. The Trustee will promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in minimum principal amounts of $2,000 or and whole multiples of $1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not in a minimum principal amount of $2,000 or a multiple of $1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the outstanding Notes are to be redeemed or if less than all Notes tendered pursuant to an Offer are to be purchased in an offer to purchase at any timeby the Company, the Trustee will Trustee, on behalf of the Company, shall select Notes for redemption or purchase on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular outstanding Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from Company, in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed or, if the Notes are not listed on such an exchange the Trustee, on behalf of the Company, shall select the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, on a pro rata basis, by lot or by any other method that the entire Trustee deems fair and appropriate or, in the event the Notes are in global form, as otherwise prescribed by DTC. Notes redeemed or purchased in part shall only be redeemed or purchased in integral multiples of $1,000. If the Company elects to mail notice of a redemption to Holders, the Trustee shall at least five days prior to the date notice of redemption is to be mailed, (i) select, on behalf of the Company, the Notes to be redeemed from Notes outstanding not previously called for redemption, and (ii) notify the Company of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder’s Notes that are to be redeemed. If fewer than all Notes tendered pursuant to an Offer are to be purchased, the Trustee shall, on behalf of the Company, select on or prior to the Purchase Date for such Offer the Notes to be purchased. The Trustee shall be redeemed select for redemption or purchasedpurchase Notes or portions of Notes in integral multiples of $1,000. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase. The Company shall notify the Trustee of its acceptance for payment of the Notes selected for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any timetime pursuant to Article 3 of this Indenture, the Registrar, the Trustee will or the Paying Agent shall select the Notes for redemption to be redeemed or purchase purchased (a) if such Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which such Notes are listed or (b) on a pro rata basis (to the extent practicable or, in to the case extent that selection on a pro rata basis is not practicable for any reason, by lot or by such other method as the Registrar shall deem appropriate or as required by the rules of the Depositary. When the Notes issued are in global form pursuant and this Indenture requires Notes to Article 2 hereof, based be redeemed or purchased on a method that most nearly approximates a pro rata selection as basis, the Trustee deems fair and appropriate) unless otherwise required by law Notes to be so redeemed or purchased shall be selected in accordance with the applicable stock exchange or depositary requirementsprocedures of DTC. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee Registrar or the Paying Agent from the outstanding Notes not previously called for redemption or purchase. The Trustee will and Registrar shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole integral multiples of $1,000 1,000; no Notes of $2,000 or less can be redeemed in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not in a principal amount of at least $2,000 or an integral multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select Notes for redemption or purchase as follows (a) in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed, which requirements shall be specified in writing by the Company to the Trustee; or (b) if the Notes are not so listed, on a pro rata basis (orbasis, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a by lot or by such other method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lotpurchase, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date Redemption Date by the Trustee Registrar and Paying Agent from the outstanding Notes not previously called for redemption or purchase. The Trustee will Registrar and Paying Agent shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes redeemed in part shall be redeemed only in integral multiples of $1,000, and portions of no Notes selected will be in amounts of $2,000 or whole multiples of $1,000 less shall be redeemed in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchasedredeemed, the entire outstanding amount of Notes held by such Holder Holder, even if not $2,000 or a multiple of $1,000 in excess thereof, shall be redeemed or purchasedredeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchaseredemption.

Selection of Notes to Be Redeemed or Purchased. If less than all of the outstanding Notes are to be redeemed or purchased in if less than all Notes tendered pursuant to an offer Offer are to purchase at any timebe accepted for payment, the Trustee will Company shall select the outstanding Notes to be redeemed or accepted for redemption or purchase payment in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed or, if the Notes are not listed on such an exchange, on a pro rata basis (orbasis, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a by lot or by any other method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law ; provided that Notes redeemed or applicable stock exchange or depositary requirementsaccepted for payment in part shall only be purchased in integral multiples of $1,000. In If the event Company elects to mail notice of partial a redemption or purchase by lotto Holders, the particular Company shall at least five days prior to the date notice of redemption is to be mailed, (i) select the Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the Notes outstanding Notes not previously called for redemption redemption, and (ii) notify the Trustee of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder's Notes that are to be redeemed. If less than all Notes tendered pursuant to an Offer are to be accepted for payment, the Company shall select on or purchaseprior to the Purchase Date for such Offer the Notes to be accepted for payment. The Trustee will promptly notify the Company in writing of the Notes selected shall select for redemption or purchase and, in the case of any Note selected for partial redemption Notes or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in principal amounts of $2,000 1,000 or whole integral multiples of $1,000 in excess thereof1,000; except that if all of the Notes of a Holder are to be redeemed selected for redemption or purchasedpurchase, the entire outstanding aggregate principal amount of the Notes held by such Holder shall Holder, even if not a multiple of $1,000, may be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select the Notes for redemption to be redeemed or purchase purchased (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) on a pro rata basis (or, in to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection as basis is not practicable, by lot or by such other method the Trustee deems shall deem fair and appropriate) unless otherwise required by law or appropriate in accordance with the procedures of DTC, and in each case, such manner as complies with applicable stock exchange or depositary legal requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; no Notes of $2,000 or less shall be redeemed or purchased in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not $2,000 or a multiple of $1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the 2017 B Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will Registrar shall select the 2017 B Notes for redemption to be redeemed or purchase purchased (a) if such 2017 B Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which such 2017 B Notes are listed or (b) on a pro rata basis (to the extent practicable or, in to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection basis is not practicable for any reason, by lot or by such other method as the Trustee deems fair and appropriate) unless otherwise Registrar shall deem appropriate or as required by law or applicable stock exchange or depositary requirementsthe rules of the Depositary. In the event of partial redemption or purchase by lot, the particular 2017 B Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee Registrar from the outstanding 2017 B Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company Issuer in writing of the 2017 B Notes selected for redemption or purchase and, in the case of any 2017 B Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. 2017 B Notes and portions of 2017 B Notes selected will shall be in amounts of $2,000 or whole integral multiples of $1,000 1,000; no 2017 B Notes of $2,000 or less can be redeemed in excess thereof; part, except that if all of the 2017 B Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of 2017 B Notes held by such Holder Holder, even if not in a principal amount of at least $2,000 or an integral multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to 2017 B Notes called for redemption or purchase also apply to portions of 2017 B Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (oror by lot, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary Depositary requirements. In the case of Global Notes issued pursuant to Article 2 hereof, the Depositary shall select Notes based on its Applicable Procedures. The Trustee shall not be liable for selections made by it in accordance with this paragraph or for the selections made by it in accordance with this paragraph or for selections made by the Depositary. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (orand, with respect to Global Notes, such redemption will be processed as a “partial redemption” through the Depositary, in the case accordance with its rules and procedures as a “Pro Rata Pass-Through Distribution of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. Principal.” In the event of partial redemption or purchase by lotpurchase, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 35 (unless the Trustee permits a shorter period) nor more than 60 days prior to the redemption Redemption Date or purchase date Purchase Date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. In the case of a redemption, Notes and portions of Notes selected will be in minimum amounts equal to the product of $2,000 or whole (x) the number of Stapled Securities outstanding on the Redemption Date multiplied by (y) 0.01, and integral multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the 2017 A Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will Registrar shall select the 2017 A Notes for redemption to be redeemed or purchase purchased (a) if such 2017 A Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which such 2017 A Notes are listed or (b) on a pro rata basis (to the extent practicable or, in to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection basis is not practicable for any reason, by lot or by such other method as the Trustee deems fair and appropriate) unless otherwise Registrar shall deem appropriate or as required by law or applicable stock exchange or depositary requirementsthe rules of the Depositary. In the event of partial redemption or purchase by lot, the particular 2017 A Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee Registrar from the outstanding 2017 A Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company Issuer in writing of the 2017 A Notes selected for redemption or purchase and, in the case of any 2017 A Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. 2017 A Notes and portions of 2017 A Notes selected will shall be in amounts of $2,000 or whole integral multiples of $1,000 1,000; no 2017 A Notes of $2,000 or less can be redeemed in excess thereof; part, except that if all of the 2017 A Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of 2017 A Notes held by such Holder Holder, even if not in a principal amount of at least $2,000 or an integral multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to 2017 A Notes called for redemption or purchase also apply to portions of 2017 A Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select Notes for redemption or purchase on a pro rata basis (among all outstanding Notes or, if the Notes are listed on any national securities exchange, in compliance with the case requirements of the principal national securities exchange on which the Notes issued are listed, in global form pursuant to Article 2 hereofeither case, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 15 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchaseredemption. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Supplemental Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption. No Notes of $2,000 or less shall be redeemed in part. Notices of redemption shall be mailed by first class mail at least 15 but not more than 60 days before the redemption date to each Holder of Notes to be redeemed at its registered address, except that redemption notices may be mailed more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or purchasea satisfaction and discharge of this Supplemental Indenture. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note shall state the portion of the principal amount of that Note that is to be redeemed. A new Note in principal amount equal to the unredeemed portion of the original Note shall be issued in the name of the Holder of Notes upon cancellation of the original Note. Notes called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes or portions of them called for redemption.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select the Notes for redemption to be redeemed or purchase purchased (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) on a pro rata basis (orbasis, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a by lot or by such other method that most nearly approximates a pro rata selection as the Trustee deems shall deem fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. If a partial redemption is made with the proceeds of an Equity Offering, the Trustee shall select the Notes only on a pro rata basis or on as nearly a pro rata basis as is practicable (subject to DTC procedures). The Trustee will shall promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereofof $2,000; no Notes of $2,000 or less can be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not $2,000 or a multiple of $1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriateappropriate or by lot in any case subject to the rules and procedures of the applicable Depositary) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select such Notes shall be selected for redemption or purchase repurchase by the Trustee (1) if the Notes are listed on an exchange, in compliance with the requirements of such exchange or in the case of Global Notes, in accordance with customary procedures of the Depositary or (2) on a pro rata basis (to the extent practicable, or, in if the case of Notes issued in global form pursuant to Article 2 hereofpro rata basis is not practicable for any reason, based on a by lot or by such other method that as most nearly approximates a pro rata selection as basis subject to customary procedures of the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementsDepositary. In the event of partial redemption or purchase by lot, the particular Such Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 15 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will Trustee, after consultation with DTC, shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in minimum amounts of $2,000 1,000 or whole multiples of $1,000 in excess thereof; no Notes of $1,000 or less can be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. The Trustee shall not be responsible for any actions taken or not taken by DTC pursuant to their Applicable Procedures.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Series B Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will Registrar shall select the Series B Notes for redemption to be redeemed or purchase purchased (a) if such Series B Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which such Series B Notes are listed or (b) on a pro rata basis (to the extent practicable or, in to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection basis is not practicable for any reason, by lot or by such other method as the Trustee deems fair and appropriate) unless otherwise Registrar shall deem appropriate or as required by law or applicable stock exchange or depositary requirementsthe rules of the Depositary. In the event of partial redemption or purchase by lot, the particular Series B Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee Registrar from the outstanding Series B Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company Issuer in writing of the Series B Notes selected for redemption or purchase and, in the case of any Series B Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Series B Notes and portions of Series B Notes selected will shall be in amounts of $2,000 or whole integral multiples of $1,000 1,000; no Series B Notes of $2,000 or less can be redeemed in excess thereof; part, except that if all of the Series B Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Series B Notes held by such Holder Holder, even if not in a principal amount of at least $2,000 or an integral multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Series B Notes called for redemption or purchase also apply to portions of Series B Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee (or Registrar if other than the Trustee) will select the Notes for redemption in compliance with the requirements of the principal securities exchange, if any, on which the Notes are listed, as certified in writing to the Trustee by the Company, and in compliance with the requirements of DTC, or purchase if the Notes are not so listed or such exchange prescribes no method of selection and the Notes are not held through DTC or DTC prescribes no method of selection, on a pro rata basis (orbasis; provided, however, that no Note of $2,000 in aggregate principal amount or less shall be redeemed in part. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note shall state the portion of the principal amount thereof to be redeemed, in which case a portion of the original Note will be issued in the name of the Holder thereof upon cancellation of the original Note. In the case of Notes issued in global form pursuant to Article 2 hereofa Global Note, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased an appropriate notation will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior made on such Note to decrease the principal amount thereof to an amount equal to the unredeemed portion thereof. Subject to the terms of the applicable redemption or purchase date by the Trustee from the outstanding notice (including any conditions contained therein), Notes not previously called for redemption become due on the date fixed for redemption. On and after the redemption date, unless the Company defaults in the payment of the redemption price, interest ceases to accrue on Notes or purchaseportions of them called for redemption. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes of a Series are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select Notes of such Series for redemption or purchase on a pro rata basis (among all outstanding Notes of such Series or, if the Notes of such Series are listed on any national securities exchange, in compliance with the case requirements of the principal national securities exchange on which the Notes issued of such Series are listed, in global form pursuant to Article 2 hereofeither case, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes of such Series to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes of such Series not previously called for redemption or purchaseredemption. The Trustee will shall promptly notify the Company in writing of the Notes of a Series selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes of a Series selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereofof $2,000; except that if all of the Notes of such Series of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes of such Series held by such Holder Holder, even if not a multiple of $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Supplemental Indenture that apply to Notes of such Series called for redemption or purchase also apply to portions of Notes of such Series called for redemption. No Notes of $2,000 or less shall be redeemed in part. Notices of redemption shall be mailed by first class mail or delivered electronically at least 10 but not more than 60 days before the redemption date to each Holder of Notes of a Series to be redeemed at its registered address, except that redemption notices may be mailed or delivered electronically more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes of such Series or a satisfaction and discharge of this Supplemental Indenture. If any Note of a Series is to be redeemed in part only, the notice of redemption that relates to that Note of such Series shall state the portion of the principal amount of that Note of such Series that is to be redeemed. A new Note of a Series in principal amount equal to the unredeemed portion of the original Note of such Series shall be issued in the name of the Holder of Notes of such Series upon cancellation of the original Note of such Series. Notes of a Series called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes of a Series or purchaseportions of them called for redemption.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee (or Registrar if other than the Trustee) will select the Notes for redemption in compliance with the requirements of the principal securities exchange, if any, on which the Notes are listed, as certified in writing to the Trustee by the Company, and in compliance with the requirements of DTC, or purchase if the Notes are not so listed or such exchange prescribes no method of selection and the Notes are not held through DTC or DTC prescribes no method of selection, on a pro rata basis (orbasis; provided, however, that no Note of $2,000 in aggregate principal amount or less shall be redeemed in part. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note shall state the portion of the principal amount thereof to be redeemed, in which case a portion of the original Note will be issued in the name of the Holder thereof upon cancellation of the original Note. In the case of Notes issued in global form pursuant to Article 2 hereofa Global Note, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased an appropriate notation will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior made on such Note to decrease the principal amount thereof to an amount equal to the unredeemed portion thereof. Subject to the terms of the applicable redemption or purchase date by the Trustee from the outstanding notice (including any conditions contained therein), Notes not previously called for redemption become due on the date fixed for redemption. On and after the redemption date, unless the Company defaults in the payment of the redemption price, interest ceases to accrue on Notes or purchaseportions of them called for redemption. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts minimum denominations of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased repurchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (orprovided that, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriateDepositary may select interests in the Notes for redemption or purchase pursuant to its applicable procedures) unless otherwise required by law or applicable stock exchange or depositary requirements. In The Trustee shall make the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee selection from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the having an aggregate principal amount thereof to in excess of $2,000 may be redeemed or purchased. Notes and portions of Notes selected will be purchased in amounts of $2,000 or part but only in whole multiples of $1,000 in excess thereof; 1,000, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided In connection with any pro rata selection of Notes for purchase or redemption, the Trustee may make such adjustments downward or upward (by not more than $1,000) so that Notes shall only be redeemed or purchased in authorized denominations. If any Note is to be redeemed or purchased in part only, the notice relating to such Note shall state the portion of the principal amount thereof to be redeemed or purchased. A new Note in principal amount equal to the unredeemed portion thereof will be issued in the preceding sentence, provisions name of the Holder thereof upon cancellation of the original Note. Provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed or purchased.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Series A Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will Registrar shall select the Series A Notes for redemption to be redeemed or purchase purchased (a) if such Series A Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which such Series A Notes are listed or (b) on a pro rata basis (to the extent practicable or, in to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection basis is not practicable for any reason, by lot or by such other method as the Trustee deems fair and appropriate) unless otherwise Registrar shall deem appropriate or as required by law or applicable stock exchange or depositary requirementsthe rules of the Depositary. In the event of partial redemption or purchase by lot, the particular Series A Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee Registrar from the outstanding Series A Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company Issuer in writing of the Series A Notes selected for redemption or purchase and, in the case of any Series A Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Series A Notes and portions of Series A Notes selected will shall be in amounts of $2,000 or whole integral multiples of $1,000 1,000; no Series A Notes of $2,000 or less can be redeemed in excess thereof; part, except that if all of the Series A Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Series A Notes held by such Holder Holder, even if not in a principal amount of at least $2,000 or an integral multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Series A Notes called for redemption or purchase also apply to portions of Series A Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Senior Cash Pay Notes and/or Senior Toggle Notes, as the case may be, are to be redeemed or purchased in an offer to purchase at any time, the Trustee will Registrar shall select the Notes for redemption to be redeemed or purchase purchased (a) if such Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which such Notes are listed or (b) on a pro rata basis (to the extent practicable or, in to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection basis is not practicable for any reason, by lot or by such other method as the Trustee deems fair and appropriate) unless otherwise Registrar shall deem appropriate or as required by law or applicable stock exchange or depositary requirementsthe rules of the Depositary. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee Registrar from the outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole integral multiples of $1,000 1,000; no Notes of $2,000 or less can be redeemed in excess part (other than PIK Notes, which may be redeemed in minimum amounts of $1.00 and integral multiples thereof; ), except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not in a principal amount of at least $2,000 or an integral multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (oror by lot, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary Depositary requirements. In the case of Global Notes issued pursuant to Article 2 hereof, the Depositary shall select Notes based on its Applicable Procedures. The Trustee shall not be liable for selections made by it in accordance with this paragraph or for the selections made by it in accordance with this paragraph or for selections made by the Depositary. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 15 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less fewer than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee Trustee, the Paying Agent or the Registrar, as applicable, will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable Depositary procedures, (ii) by lot or such other similar method in accordance with the Applicable Procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis (orbasis. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the case remaining outstanding amount must be at least equal to US$200,000 and integral multiples of Notes issued US$1,000 in global form pursuant to Article 2 hereofexcess thereof. None of the Trustee, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law Paying Agent or applicable stock exchange or depositary requirementsthe Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee Registrar from the outstanding Notes not previously called for redemption or purchase. The Trustee Registrar will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 US$200,000 or whole integral multiples of $US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of US$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less fewer than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select the Notes for redemption or purchase by a method that complies with the requirements, as certified to the Trustee by the Issuer, of the principal securities exchange, if any, on which the Notes are listed at such time or, if the Notes are not listed on a securities exchange, on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a or by lot or such other method that most nearly approximates a pro rata selection as the Trustee in its sole discretion deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company not be liable for selections made by it in writing accordance with this Section 3.02. No Notes of the Notes selected for $200,000 or less will be purchased or redeemed in part. Notices of purchase or redemption or purchase and, in the case of will be given to each Holder pursuant to Sections 3.03 and 13.01 hereof. If any Note selected for partial is to be redeemed in part only, the notice of redemption or purchase, that relates to that Note will state the portion of the principal amount thereof of that Note that is to be redeemed or purchasedredeemed. Notes and portions A new Note in principal amount equal to the unredeemed portion of Notes selected the original Note will be issued in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all the name of the Notes Holder upon cancellation of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchasedoriginal Note. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes or purchase also apply to portions of Notes called for redemption. In relation to Definitive Notes, a new Note in principal amount equal to the unpurchased or unredeemed portion of any Note purchased or redeemed in part will be issued in the name of the Holder thereof upon cancellation of the original Note. On or after any purchase or redemption date, unless the Issuer defaults in payment of the purchase or purchaseredemption price, interest will cease to accrue on Notes or portions thereof tendered for purchase or called for redemption.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (orbasis, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a by lot or by such other method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) , unless otherwise required by law or applicable stock exchange or depositary Depositary requirements. In the case of Global Notes issued pursuant to Article 2 hereof, the Depositary shall select Notes based on its Applicable Procedures. The Trustee shall not be liable for selections made by it in accordance with this paragraph or for the selections made by it in accordance with this paragraph or for selections made by the Depositary. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the outstanding Notes are to be redeemed or if less than all Notes tendered pursuant to an Offer are to be purchased in an offer to purchase at any timeby the Company, the Trustee will Trustee, on behalf of the Company, shall select the outstanding Notes for redemption to be redeemed or purchase purchased by the Company, in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed or, if the Notes are not listed on such an exchange the Trustee, on behalf of the Company, shall select the outstanding Notes to be redeemed or purchased, on a pro rata basis (orbasis, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a by lot or by any other method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law ; provided that a redemption pursuant to the provisions relating to Public Equity Offerings will be on a pro rata basis. Notes redeemed or applicable stock exchange purchased in part shall only be redeemed or depositary requirementspurchased in integral multiples of $1,000. In If the event Company elects to mail notice of partial a redemption or purchase by lotto Holders, the particular Trustee shall at least five days prior to the date notice of redemption is to be mailed, (i) select, on behalf of the Company, the Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the Notes outstanding Notes not previously called for redemption or purchase. The Trustee will promptly redemption, and (ii) notify the Company in writing of the names of each Holder of Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by each such Holder and the principal amount of such Holder’s Notes that are to be redeemed. If fewer than all Notes tendered pursuant to an Offer are to be purchased, the Trustee shall, on behalf of the Company, select on or prior to the Purchase Date for such Offer the Notes to be purchased. The Trustee shall be redeemed select for redemption or purchasedpurchase Notes or portions of Notes in integral multiples of $1,000. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase. The Company shall notify the Trustee of its acceptance for payment of the Notes selected for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less fewer than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee Trustee, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable Depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis (orbasis. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the case remaining outstanding amount must be at least equal to US$200,000 and integral multiples of Notes issued US$1,000 in global form pursuant to Article 2 hereofexcess thereof. None of the Trustee, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law Paying Agent or applicable stock exchange or depositary requirementsthe Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee Registrar from the outstanding Notes not previously called for redemption or purchase. The Trustee Registrar will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 US$200,000 or whole integral multiples of $US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of US$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the outstanding Notes are to be redeemed or purchased in if less than all Notes tendered pursuant to an offer Offer are to purchase at any timebe accepted for payment, the Trustee will shall select Notes for redemption or purchase on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular outstanding Notes to be redeemed or purchased will be selectedaccepted for payment pro rata, unless otherwise provided hereinby lot or by a method that complies with the requirements of any stock exchange on which the Notes are listed and that the Trustee considers fair and appropriate. If the Company elects to mail notice of a redemption to Holders, not less than 30 nor more than 60 days the Trustee shall at least five Business Days prior to the date notice of redemption or purchase date by is to be mailed, (i) select the Trustee Notes to be redeemed from the Notes outstanding Notes not previously called for redemption and (ii) notify the Company of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder's Notes that are to be redeemed. If less than all Notes tendered pursuant to an Offer on the Purchase Date are to be accepted for payment, the Trustee shall select on or purchasepromptly after the Purchase Date the Notes to be accepted for payment. The Trustee will promptly notify the Company in writing of the Notes selected shall select for redemption or purchase and, in the case of any Note selected for partial redemption Notes or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in principal amounts of $2,000 1,000 or whole integral multiples of $1,000 in excess thereof1,000; except that if all of the Notes of a Holder are to be redeemed selected for redemption or purchasedpurchase, the entire outstanding aggregate principal amount of the Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase.

Selection of Notes to Be Redeemed or Purchased. If In the event that less than all of the Notes are to be redeemed or purchased in an offer to purchase Asset Sale Offer or redeemed at any time, the Trustee will shall select the Notes for to be redeemed or purchased among the Holders of the Notes in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed, or, if the Notes are not so listed, on a pro rata basis, by lot or by such method as the Trustee shall deem fair and appropriate (and in such manner as complies with applicable legal requirements). The Issuers shall give written notice to the Trustee of such requirements of any securities exchange not less than forty-five (45) nor more than ninety (90) days prior to the date on which notice of such redemption or purchase is to be given. In the event a partial redemption is made with the proceeds of a Public Equity Offering, selection of the Notes of the applicable series or portions thereof for redemption shall be made by the Trustee only on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based or on a method that most as nearly approximates a pro rata selection basis as practicable (subject to procedures of the Trustee deems fair and appropriate) Depositary), unless such method is otherwise required by law or applicable stock exchange or depositary requirementsprohibited. In the event of partial redemption or purchase by lotredemption, other than pro rata, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes of such series not previously called for redemption or purchaseredemption. In the event that less than all of the Notes of a series properly tendered in an Asset Sale Offer are to be purchased, the particular Notes of such series to be purchased shall be selected promptly upon the expiration of such Asset Sale Offer. The Trustee will shall promptly notify the Company Issuers in writing of the Notes of any series selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes them selected will shall be in principal amounts of $2,000 1,000 or whole multiples of $1,000 in excess thereof1,000; except that if all of the Notes of any series of a Holder are to be redeemed or purchased, the entire outstanding principal amount of Notes of such series held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchaseredemption. In the event the Company is required to make an Asset Sale Offer pursuant to Section 3.9 and Section 4.10 hereof, and the amount of Excess Proceeds to be applied to such purchase would result in the purchase of a principal amount of Notes which is not evenly divisible by $1,000, the Trustee shall promptly refund to the Company the portion of such Excess Proceeds that is not necessary to purchase the immediately lesser principal amount of Notes that is so divisible.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee Principal Paying Agent or Registrar will select the Notes for redemption in compliance with the requirements of the principal securities exchange, if any, on which the Notes are listed, as certified to the Paying Agent or purchase Registrar, as applicable, by the Issuer, and on a pro rata basis (orin compliance with the requirements of Euroclear or Clearstream, in or if the case Notes are not so listed or such exchange prescribes no method of selection and the Notes issued in global form pursuant to Article 2 hereofare not held through Euroclear or Clearstream or Euroclear or Clearstream prescribe no method of selection, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law basis, subject to adjustments so that no Notes in an unauthorized denomination remains outstanding after such redemption; provided, however, that no Note of €100,000 in aggregate principal amount or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to less shall be redeemed or purchased in part and only Notes in integral multiples of €1,000 will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchaseredeemed. The Trustee Trustee, Principal Paying Agent and the Registrar will not be liable for any selections made by it in accordance with this Section 3.02. The Principal Paying Agent will promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions No Note of Notes selected will €100,000 in aggregate principal amount or less shall be redeemed in amounts of $2,000 or whole multiples of $1,000 in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchasedredeemed, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchasedredeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If Except with respect to purchases described in Section 3.07(g), if less than all of the Notes are to be redeemed or purchased in an offer to purchase at any timeredeemed, the Trustee will select Notes for redemption or purchase to be redeemed shall be selected (i) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed, (ii) on a pro rata basis or (or, in iii) to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection as basis is not practicable by lot or such other similar method in accordance with the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementsApplicable Procedures to the extent applicable. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor (except in the event the Redemption Date is delayed as a result of any condition precedent to the occurrence thereof not being satisfied or waived by the Company in accordance with Section 3.07(e)) more than 60 days prior to the redemption or purchase date Redemption Date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; no Notes of $2,000 or less can be redeemed or purchased in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchaseredemption.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select Notes for redemption or purchase on a pro rata basis (among all outstanding Notes or, if the Notes are listed on any national securities exchange, in compliance with the case requirements of the principal national securities exchange on which the Notes issued are listed, in global form pursuant to Article 2 hereofeither case, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchaseredemption. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Second Supplemental Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption. No Notes of $2,000 or less shall be redeemed in part. Notices of redemption shall be mailed by first class mail or purchasedelivered electronically at least 10 but not more than 60 days before the redemption date to each Holder of Notes to be redeemed at its registered address, except that redemption notices may be mailed or delivered electronically more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or a satisfaction and discharge of this Second Supplemental Indenture. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note shall state the portion of the principal amount of that Note that is to be redeemed. A new Note in principal amount equal to the unredeemed portion of the original Note shall be issued in the name of the Holder of Notes upon cancellation of the original Note. Notes called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes or portions of them called for redemption.

Selection of Notes to Be Redeemed or Purchased. If In the event that less than all of the Notes of a series are to be redeemed or purchased in an offer to purchase Asset Sale Offer or redeemed at any time, the Trustee will shall select the Notes for of such series to be redeemed or purchased among the Holders of the Notes of such series in compliance with the requirements of the principal national securities exchange, if any, on which the Notes of such series are listed, or, if the Notes of such series are not so listed, on a pro rata basis, by lot or by such method as the Trustee shall deem fair and appropriate (and in such manner as complies with applicable legal requirements). The Issuers shall give written notice to the Trustee of such requirements of any securities exchange not less than forty-five (45) nor more than ninety (90) days prior to the date on which notice of such redemption or purchase is to be given. In the event a partial redemption is made with the proceeds of a Public Equity Offering, selection of the Notes of the applicable series or portions thereof for redemption shall be made by the Trustee only on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based or on a method that most as nearly approximates a pro rata selection basis as practicable (subject to procedures of the Trustee deems fair and appropriate) Depositary), unless such method is otherwise required by law or applicable stock exchange or depositary requirementsprohibited. In the event of partial redemption or purchase by lotredemption, other than pro rata, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes of such series not previously called for redemption or purchaseredemption. In the event that less than all of the Notes of a series properly tendered in an Asset Sale Offer are to be purchased, the particular Notes of such series to be purchased shall be selected promptly upon the expiration of such Asset Sale Offer. The Trustee will shall promptly notify the Company Issuers in writing of the Notes of any series selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes them selected will shall be in principal amounts of $2,000 1,000 or whole multiples of $1,000 in excess thereof1,000; except that if all of the Notes of any series of a Holder are to be redeemed or purchased, the entire outstanding principal amount of Notes of such series held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchaseredemption. In the event the Company is required to make an Asset Sale Offer pursuant to Section 3.9 and Section 4.10 hereof, and the amount of Excess Proceeds to be applied to such purchase would result in the purchase of a principal amount of Notes of any series which is not evenly divisible by $1,000, the Trustee shall promptly refund to the Company the portion of such Excess Proceeds that is not necessary to purchase the immediately lesser principal amount of Notes that is so divisible.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee Principal Paying Agent or Registrar will select the Notes for redemption in compliance with the requirements of the principal securities exchange, if any, on which the Notes are listed, as certified to the Paying Agent or purchase Registrar, as applicable, by the Issuer, and on a pro rata basis (orin compliance with the requirements of Euroclear or Clearstream, in or if the case Notes are not so listed or such exchange prescribes no method of selection and the Notes issued in global form pursuant to Article 2 hereofare not held through Euroclear or Clearstream or Euroclear or Clearstream prescribe no method of selection, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law basis, subject to adjustments so that no Notes in an unauthorized denomination remains outstanding after such redemption; provided, however, that no Note of €100,000 in aggregate principal amount or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to less shall be redeemed or purchased in part and only Notes in integral multiples of €1,000 will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchaseredeemed. The Trustee Principal Paying Agent and the Registrar will not be liable for any selections made by it in accordance with this Section 3.02. The Principal Paying Agent will promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions No Note of Notes selected will €100,000 in aggregate principal amount or less shall be redeemed in amounts of $2,000 or whole multiples of $1,000 in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchasedredeemed, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchasedredeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. 509335-1996-14206-13941291 If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select the Notes for redemption to be redeemed or purchase purchased (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) on a pro rata basis (or, in to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection as basis is not practicable, by lot or by such other method the Trustee deems shall deem fair and appropriate) unless otherwise required by law or appropriate in accordance with the procedures of DTC, and in each case, such manner as complies with applicable stock exchange or depositary legal requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase, provided that for purposes of this Section 3.02, Notes represented by Global Notes will be selected by the Trustee for redemption in accordance with the procedures of DTC. The Trustee will shall promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; no Notes of $2,000 or less shall be redeemed or purchased in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not $2,000 or a multiple of $1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, and the Notes subject to redemption are represented by Definitive Notes, the Trustee (subject to Section 4.10 or 4.14, as applicable) will select Notes for redemption or purchase on a pro rata basis (orrata, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a by lot or by such method that most nearly approximates a pro rata selection as the Trustee deems it shall deem fair and appropriate) unless otherwise required . If the Notes are represented by law Global Notes, interests in such Global Notes will be selected for redemption or applicable stock exchange or depositary requirementspurchase by the Depositary in accordance with the Applicable Procedures. In the event of partial redemption or purchase by lotpurchase, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The With respect to Definitive Notes, the Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchasedpurchased and the CUSIP number of such Note. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased; provided, that the unredeemed or unpurchased portion of a Note must be in a minimum denomination of $2,000. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select the Notes for redemption to be redeemed or purchase purchased (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed, (b) if the Notes are not so listed, on a pro rata basis to the extent practicable or (or, c) by lot or by such other similar method in accordance with the case procedures of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementsDTC. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date Redemption Date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts minimum denominations of $2,000 or whole 1.00 and integral multiples of $1,000 1.00 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1.00, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Dollar Notes or Euro Notes, as the case may be, are to be redeemed or purchased in an offer to purchase at any time, DBTCA or DB London, as applicable, shall select the Trustee will select Notes for redemption to be redeemed or purchase purchased (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) on a pro rata basis (or, in to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection basis is not practicable, by lot or by such other method DBTCA or DB London, as the Trustee deems applicable, considers fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee DBTCA or DB London, as applicable, from the outstanding Notes not previously called for redemption or purchase. The Trustee will DBTCA or DB London, as applicable, shall promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 1,000, in excess thereofthe case of Dollar Notes, or €2,000 or whole multiples of €1,000, in the case of Euro Notes; no Dollar Notes of $2,000 or Euro Notes of €2,000, as applicable, or less can be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000 or €1,000, as applicable, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the outstanding Notes are to be redeemed or purchased in if less than all Notes tendered pursuant to an offer Offer are to purchase at any timebe accepted for payment, the Trustee will shall select the outstanding Notes to be redeemed or accepted for redemption or purchase payment on a pro rata basis (orbasis, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a by lot or by any other method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In If the event Company elects to mail notice of partial a redemption or purchase by lotto Holders, the particular Trustee shall at least 5 days prior to the date notice of redemption is to be mailed (i) select the Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the Notes outstanding Notes not previously called for redemption in the manner specified by the Trustee and (ii) notify the Company of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder's Notes that are to be redeemed. If less than all Notes tendered pursuant to an Offer are to be accepted for payment, the Trustee shall select on or purchaseprior to the Purchase Date for such Offer the Notes to be accepted for payment. The Trustee will promptly notify the Company in writing of the Notes selected shall select for redemption or purchase and, in the case of any Note selected for partial redemption Notes or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in principal amounts of $2,000 or whole multiples at maturity of $1,000 in excess or integral multiples thereof; except that if all of the Notes of a Holder are to be redeemed selected for redemption or purchasedpurchase, the entire outstanding aggregate principal amount of the Notes held by such Holder shall Holder, even if not an integral multiple of $1,000, may be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select Notes for redemption or purchase on a pro rata basis (among all outstanding Notes or, if the Notes are listed on any national securities exchange, in compliance with the case requirements of the principal national securities exchange on which the Notes issued are listed, in global form pursuant to Article 2 hereofeither case, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchaseredemption. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption. No Notes of $2,000 or less shall be redeemed in part. Except as required by Section 3.07(b), notices of redemption shall be mailed by first class mail at least 30 but not more than 60 days before the redemption date to each Holder of Notes to be redeemed at its registered address, except that redemption notices may be mailed more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or purchasea satisfaction and discharge of this Indenture. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note shall state the portion of the principal amount of that Note that is to be redeemed. A new Note in principal amount equal to the unredeemed portion of the original Note shall be issued in the name of the Holder of Notes upon cancellation of the original Note. Notes called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes or portions of them called for redemption, so long as the Company has deposited with the Paying Agent funds sufficient to pay the principal of, plus accrued and unpaid interest and premium, if any, on, the Notes to be redeemed.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed pursuant to Section 5.7 or purchased in an offer Asset Disposition Offer (or an Advance Offer) pursuant to purchase at any timeSection 3.5 or a redemption pursuant to Section 5.9, the Trustee will select Notes for redemption or purchase (a) if the Notes are in global form, on a pro rata basis, by lot, or by such other method in accordance with the applicable procedures of DTC and (b) if the Notes are in definitive form in their entirety, on a pro rata basis (orsubject to adjustments to maintain the authorized Notes denomination requirements) or by lot, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless except if otherwise required by law law. No Notes in an unauthorized denomination or applicable stock exchange of $2,000 in aggregate principal amount or depositary requirementsless shall be redeemed in part. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 days nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase; provided that the Company shall provide the Trustee with sufficient notice of such partial redemption to enable the Trustee to select the Notes for partial redemption. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in minimum principal amounts of $2,000 or and whole multiples of $1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not in a minimum principal amount of $2,000 or a multiple of $1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, and the Notes are Global Notes, the Notes to be redeemed or repurchased shall be selected by the Depositary in accordance with its applicable procedures. If the Notes to be redeemed or repurchased are not Global Notes then held by the Depositary, the Trustee will shall select the Notes for redemption to be redeemed or purchase purchased (i) if the Notes are listed on any national securities exchange and the Trustee has been notified by the Company of such listing, in compliance with the requirements of the principal national securities exchange on which the Notes are listed, (ii) on a pro rata basis to the extent practicable, subject to maintaining the authorized minimum denomination of the Notes, or (or, in iii) to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection as basis is not practicable, by lot or such other similar method in accordance with the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementsprocedures of the Depositary. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Trustee or Depositary, as applicable, from the outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in minimum amounts of $2,000 1,000 or whole integral multiples of $1,000 1.00 in excess thereof (and, in the case of any PIK Note, in minimum denominations of $1.00 and any integral multiple of $1.00 in excess thereof; ), except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase shall be selected on a pro rata basis or by such method as the Trustee deems fair and appropriate (or, in the case of Global Notes, beneficial interests in such Notes issued may be selected for redemption by the applicable clearing system in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementsaccordance with customary procedures). In the event of partial redemption or purchase by lotpurchase, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not in the amount of $2,000 or a whole multiple of $1,000 thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. The Company and the Guarantors may acquire Notes and Note Guarantees by means other than a redemption, whether pursuant to a tender offer, open market purchase, negotiated transaction or otherwise, so long as such acquisition does not otherwise violate the terms of this Indenture.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased pursuant to Section 5.6 or purchased in an offer Asset Disposition Offer pursuant to purchase at any timeSection 3.5, the Trustee will select Notes for redemption or purchase (a) if the Notes are in global form, on a pro rata basis, by lot, or by such other method in accordance with the applicable procedures of DTC and (b) if the Notes are in definitive form in their entirety, on a pro rata basis (orsubject to adjustments to maintain the authorized Notes denomination requirements) or by lot, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless except if otherwise required by law law. No Notes in an unauthorized denomination or applicable stock exchange of $2,000 in aggregate principal amount or depositary requirementsless shall be redeemed or purchased in part. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 days nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase; provided that the Issuer shall provide the Trustee with sufficient notice of such partial redemption to enable the Trustee to select the Notes for partial redemption. The Trustee will promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in minimum principal amounts of $2,000 or and whole multiples of $1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not in a minimum principal amount of $2,000 or a multiple of $1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 500 or whole multiples of $1,000 1.00 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes of a series are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select Notes of such series for redemption or purchase on a pro rata basis (among all outstanding Notes of such series or, if the Notes of such series are listed on any national securities exchange, in compliance with the case requirements of the principal national securities exchange on which the Notes issued of such series are listed, in global form pursuant to Article 2 hereofeither case, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or law, applicable stock exchange requirements or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes of such series to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 15 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes of such series not previously called for redemption or purchaseredemption. The Trustee will shall promptly notify the Company in writing of the Notes of such series selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes of a series selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereofof $2,000; except that if all of the Notes of such series of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes of such series held by such Holder Holder, even if not a multiple of $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes of such series called for redemption or purchase also apply to portions of Notes of such series called for redemption. No Notes of $2,000 or less shall be redeemed in part. Notices of redemption shall be mailed by first class mail or delivered electronically at least 10 but not more than 60 days before the redemption date to each Holder of Notes of a series to be redeemed at its registered address, except that redemption notices may be mailed or delivered electronically more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes of such series or a satisfaction and discharge of this Indenture. If any Note of a series is to be redeemed in part only, the notice of redemption that relates to that Note of such series shall state the portion of the principal amount of that Note of such series that is to be redeemed. A new Note of a series in principal amount equal to the unredeemed portion of the original Note of such series shall be issued in the name of the Holder of Notes of such series upon cancellation of the original Note of such series. Notes of a series called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes of a series or purchaseportions of them called for redemption.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select Notes for redemption or purchase as follows (a) in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed, which requirements shall be specified in writing by the Issuer to the Trustee; or (b) if the Notes are not so listed, on a pro rata basis (orbasis, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a by lot or by such other method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lotpurchase, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date Redemption Date by the Trustee Registrar and Paying Agent from the outstanding Notes not previously called for redemption or purchase. The Trustee will Registrar and Paying Agent shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes redeemed in part shall be redeemed only in integral multiples of $1,000, and portions of no Notes selected will be in amounts of $2,000 or whole multiples of $1,000 less shall be redeemed in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchasedredeemed, the entire outstanding amount of Notes held by such Holder Holder, even if not $2,000 or a multiple of $1,000 in excess thereof, shall be redeemed or purchasedredeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchaseredemption.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select Notes for redemption or purchase on a pro rata basis (among all outstanding Notes or, if the Notes are listed on any national securities exchange, in compliance with the case requirements of the principal national securities exchange on which the Notes issued are listed, in global form pursuant to Article 2 hereofeither case, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchaseredemption. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Supplemental Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption. No Notes of $2,000 or less shall be redeemed in part. Notices of redemption shall be mailed by first class mail or purchasedelivered electronically at least 10 but not more than 60 days before the redemption date to each Holder of Notes to be redeemed at its registered address, except that redemption notices may be mailed or delivered electronically more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or a satisfaction and discharge of this Supplemental Indenture. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note shall state the portion of the principal amount of that Note that is to be redeemed. A new Note in principal amount equal to the unredeemed portion of the original Note shall be issued in the name of the Holder of Notes upon cancellation of the original Note. Notes called for redemption become due on the date fixed for redemption, subject to the satisfaction or waiver of any conditions. On and after the redemption date, interest ceases to accrue on Notes or portions of them called for redemption.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes of a series are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select the Notes for redemption of such series to be redeemed or purchase purchased (a) if the Notes of such series are listed on a securities exchange (and such listing is known to the Trustee), in compliance with the requirements of such exchange on which the Notes of such series are listed or (b) on a pro rata basis (to the extent practicable, or, in if the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection basis is not practicable for any reason, by lot or by such other method as the Trustee deems shall deem fair and appropriate) unless appropriate and otherwise required by law or applicable stock exchange or depositary requirementsin accordance with the Applicable Procedures in minimum denominations of $2,000 and increments of $1,000 in excess thereof. In the event of partial redemption or purchase by lot, the particular Notes of such series to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 days nor more than 60 days prior to the redemption or purchase date Redemption Date by the Trustee from the outstanding Notes of such series not previously called for redemption or purchaseredemption. The Trustee will shall promptly notify the Company Issuer in writing of the Notes of a series selected for redemption or purchase and, in the case of any Note of such series selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts integral multiples of $1,000 (but in a minimum amount of $2,000) and no Notes of $2,000 or whole multiples of $1,000 less can be redeemed or purchased in excess thereof; part, except that if all of the applicable Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes of such series held by such Holder shall be redeemed or purchased, even if not in a principal amount of at least $2,000. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase required to be purchased also apply to portions of Notes called for redemption or purchaserequired to be purchased. For the avoidance of doubt, the Issuer may elect, at its sole discretion, to redeem only 2029 Notes, only 2032 Notes, or any combination thereof.

Selection of Notes to Be Redeemed or Purchased. If less than all of the outstanding Notes are to be redeemed or if less than all Notes tendered pursuant to an Offer are to be purchased in an offer to purchase at any timeby the Company, the Trustee will Trustee, on behalf of the Company, shall select Notes for redemption or purchase on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular outstanding Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from Company, in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed or, if the Notes are not listed on such an exchange the Trustee, on behalf of the Company, shall select the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, on a pro rata basis, by lot or by any other method that the entire Trustee deems fair and appropriate or, in the event the Notes are in global form, as otherwise prescribed by DTC. Notes redeemed or purchased in part shall only be redeemed or purchased in integral multiples of $1,000. If the Company elects to deliver notice of a redemption to Holders, the Trustee shall at least five days prior to the date notice of redemption is to be delivered, (i) select, on behalf of the Company, the Notes to be redeemed from Notes outstanding not previously called for redemption in the manner described above, and (ii) notify the Company of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder’s Notes that are to be redeemed. If fewer than all Notes tendered pursuant to an Offer are to be purchased, the Trustee shall, on behalf of the Company, select on or prior to the purchase date for such Offer the Notes to be purchased in the manner described above. The Trustee shall be redeemed select for redemption or purchasedpurchase Notes or portions of Notes in integral multiples of $1,000. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase. The Company shall notify the Trustee of its acceptance for payment of the Notes selected for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select Notes for redemption or purchase on a pro rata basis (among all outstanding Notes or, if the Notes are listed on any national securities exchange, in compliance with the case requirements of the principal national securities exchange on which the Notes issued are listed, in global form pursuant to Article 2 hereofeither case, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 15 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchaseredemption. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption. No Notes of $2,000 or less shall be redeemed in part. Notices of redemption shall be mailed by first class mail at least 15 but not more than 60 days before the redemption date to each Holder of Notes to be redeemed at its registered address, except that redemption notices may be mailed more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or purchasea satisfaction and discharge of this Indenture. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note shall state the portion of the principal amount of that Note that is to be redeemed. A new Note in principal amount equal to the unredeemed portion of the original Note shall be issued in the name of the Holder of Notes upon cancellation of the original Note. Notes called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes or portions of them called for redemption, so long as the Company has deposited with the Paying Agent funds sufficient to pay the principal of, plus accrued and unpaid interest and premium, if any, on, the Notes to be redeemed.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select Notes for redemption or purchase on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) on a pro rata basis or, to the extent that selection on a pro rata basis is not practicable, by lot or by such other method as the Trustee reasonably considers fair and appropriate; provided that no partial redemption will reduce the principal amount of a Note not redeemed to be selectedless than $1,000; provided further, that if a partial redemption is made with the proceeds of an Equity Offering then the Trustee shall select the Notes or portions thereof for redemption only on a pro rata basis or on as nearly a pro rata basis as is practicable (subject to the procedures of the Depository), unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchasesuch method is prohibited. The Trustee will shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 1,000 or whole multiples of $1,000; no Notes of $1,000 or less can be redeemed in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (orbasis, by lot, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a accordance with Applicable Procedures or by such other method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) appropriate (unless the Notes are listed on any national securities exchange, in which case, the Trustee will act in compliance with the requirements of the principal national securities exchange on which the Notes are listed so long as the Trustee has received written notice of such listing), or as otherwise required by law or applicable stock exchange or depositary requirementslaw. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 35 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in minimum principal amounts of $2,000 1.00 or whole multiples of $1,000 in excess thereof1.00; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1.00, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select the Notes for redemption to be redeemed or purchase purchased among the Holders of the Notes in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed or, if the Notes are not so listed, on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementsbasis. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption. If Notes selected for redemption are tendered in connection with the exercise of such Notes' Attached Warrants, the Trustee shall select Notes to be redeemed or purchasepurchased in replacement of such tendered Notes from the remaining Notes outstanding by any of the above-described methods. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes selected will shall be in amounts of $2,000 1,000 or whole multiples of $1,000 in excess thereof1,000; except that if all of the Notes of a Holder are to be redeemed or purchasedredeemed, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchasedredeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption redemption. The Trustee shall notify the Company promptly of the Notes or purchaseportions of Notes to be redeemed.

Selection of Notes to Be Redeemed or Purchased. If the Issuer is redeeming or purchasing less than all of the Notes are issued by it at any time, pursuant to be redeemed Section 5.07 or purchased in an offer to purchase at any timeAsset Sale Offer or a Change of Control Offer, the Trustee will shall select the Notes for redemption or purchase to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed, (b) on a pro rata basis (or, to the extent practicable and subject to the applicable procedures of DTC) or (c) by lot or such other similar method in accordance with the case procedures of DTC. No Notes issued of $2,000 or less can be redeemed in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementspart. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples an integral multiple of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer pursuant to purchase Section 5.7 at any time, the Trustee will select the Notes for redemption in compliance with the requirements of the principal securities exchange, if any, on which the Notes are listed, as certified to the Trustee by the Company, and in compliance with the requirements of DTC, or purchase if the Notes are not so listed or such exchange prescribes no method of selection and the Notes are not held through DTC or DTC prescribes no method of selection, on a pro rata basis (orbasis; provided, however, that no Note in an unauthorized denomination shall be redeemed in part. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note shall state the portion of the principal amount thereof to be redeemed, in which case a portion of the original Note will be issued in the name of the Holder thereof upon cancellation of the original Note. In the case of Notes issued in global form pursuant to Article 2 hereofa Global Note, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased an appropriate notation will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior made on such Note to decrease the principal amount thereof to an amount equal to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchaseunredeemed portion thereof. The Trustee will promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof1,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select Notes for redemption or purchase on a pro rata basis (among all outstanding Notes or, if the Notes are listed on any national securities exchange, in compliance with the case requirements of the principal national securities exchange on which the Notes issued are listed, in global form pursuant to Article 2 hereofeither case, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchaseredemption. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption. No Notes of $2,000 or less shall be redeemed in part. Notices of redemption shall be mailed by first class mail at least 30 but not more than 60 days before the redemption date to each Holder of Notes to be redeemed at its registered address, except that redemption notices may be mailed more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or purchasea satisfaction and discharge of this Indenture. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note shall state the portion of the principal amount of that Note that is to be redeemed. A new Note in principal amount equal to the unredeemed portion of the original Note shall be issued in the name of the Holder of Notes upon cancellation of the original Note. Notes called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes or portions of them called for redemption, so long as the Company has deposited with the Paying Agent funds sufficient to pay the principal of, plus accrued and unpaid interest and premium, if any, on, the Notes to be redeemed.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select the Notes for redemption to be redeemed or purchase purchased (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed (so long as the Trustee has actual knowledge of such listing) or (b) if the Notes are not so listed (or if the Trustee does not have actual knowledge of such listing), on a pro rata basis (or, in to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection basis is not practicable, by lot or by such other method as the Trustee deems in its sole discretion will deem to be fair and appropriate) unless appropriate (and otherwise required by law or applicable stock exchange or depositary requirementsand in any event in compliance with the procedures of DTC if the Notes are in global form). In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in on excess thereof; no Notes of $2,000 or less can be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not $2,000 or a multiple of $1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select Notes for redemption or purchase on a pro rata basis (among all outstanding Notes or, if the Notes are listed on any national securities exchange, in compliance with the case requirements of the principal national securities exchange on which the Notes issued are listed, in global form pursuant to Article 2 hereofeither case, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchaseredemption. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption. No Notes of $2,000 or less shall be redeemed in part. Notices of redemption shall be mailed by first class mail at least 30 but not more than 60 days before the redemption date to each Holder of Notes to be redeemed at its registered address, except that redemption notices may be mailed more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or purchasea satisfaction and discharge of this Indenture. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note shall state the portion of the principal amount of that Note that is to be redeemed. A new Note in principal amount equal to the unredeemed portion of the original Note shall be issued in the name of the Holder of Notes upon cancellation of the original Note. Notes called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes or portions of them called for redemption.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select such Notes shall be selected for redemption or purchase repurchase by the Trustee (1) if the applicable Notes are listed on an exchange, in compliance with the requirements of such exchange or in the case of Global Notes, in accordance with customary procedures of the Depositary or (2) on a pro rata basis (to the extent practicable, or, in if the case of Notes issued in global form pursuant to Article 2 hereofpro rata basis is not practicable for any reason, based on a by lot or by such other method that as most nearly approximates a pro rata selection as basis subject to customary procedures of the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementsDepositary. In the event of partial redemption or purchase by lot, the particular Such Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will Trustee, after consultation with DTC, shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in minimum amounts of $2,000 or whole multiples of $1,000 in excess thereof; no Notes of $2,000 or less can be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. The Trustee shall not be responsible for any actions taken or not taken by DTC pursuant to their Applicable Procedures.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article ‎Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee selection of the Notes to be redeemed or purchased will select Notes for redemption or purchase on a pro rata basis (be made in accordance with the Applicable Procedures, or, in the case of Definitive Notes, the Paying Agent or the Registrar (as applicable) will select Notes issued in global form pursuant to Article 2 hereoffor redemption on a pro rata basis or by such other method as the Paying Agent or the Registrar, as applicable shall deem fair and appropriate (or based on a method that most nearly approximates a pro rata selection (such as by way of pool factor) in accordance with the Trustee deems fair and appropriate) then applicable procedures of the relevant clearing system), unless otherwise required by law or applicable stock exchange exchange, clearing system or depositary requirements. In the event of partial redemption or purchase by lot; provided, the particular Notes to be redeemed or purchased will be selectedhowever, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. that Dollar Notes and portions of Dollar Notes selected will shall be in amounts minimum denominations of $2,000 or whole and integral multiples of $1,000 in excess thereof and Euro Notes and portions of Euro Notes selected shall be in minimum denominations of €100,000 and integral multiples of €1,000 in excess thereof; no Dollar Notes in denominations of $2,000 or less or Euro Notes in denominations of €100,000 or less can be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchasedredeemed, the entire outstanding amount of Notes held by such Holder shall be redeemed redeemed, even if not in a principal amount of at least $2,000 in the case of the Dollar Notes or purchased€100,000 in the case of the Euro Notes. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchaseredemption. Neither the Trustee, the Paying Agent nor the Registrar will be liable for any selections made in accordance with this ‎Section 3.02. For the Notes which are represented by Global Notes held on behalf of the Depositary notices may be given by delivery of the relevant notices to Depositary for communication to entitled account holders in substitution for the aforesaid mailing.

Selection of Notes to Be Redeemed or Purchased. If less fewer than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee Trustee, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable Depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis (orbasis. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the case remaining outstanding amount must be at least equal to US$200,000 and integral multiples of Notes issued US$ 1,000 in global form pursuant to Article 2 hereofexcess thereof. None of the Trustee, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law Paying Agent or applicable stock exchange or depositary requirementsthe Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee Registrar from the outstanding Notes not previously called for redemption or purchase. The Trustee Registrar will promptly notify the Company in writing of the any Definitive Notes selected for redemption or purchase and, in the case of any such Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 US$ 200,000 or whole integral multiples of $US$ 1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of US$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select the Notes for redemption to be redeemed or purchase purchased (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed or (b) on a pro rata basis (or, in to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection as basis is not practicable, by lot or by such other method the Trustee deems shall deem fair and appropriate) unless appropriate and otherwise required by law in accordance with the procedures of DTC; provided, that no Notes of $2,000 or applicable stock exchange or depositary requirementsless may be redeemed in part. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereofof $2,000; no Notes of $2,000 or less can be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the out- standing Notes are to be redeemed or if less than all Notes tendered pursuant to an Offer are to be purchased in an offer to purchase at any timeby the Company, the Trustee will Trustee, on behalf of the Company, shall select Notes for redemption or purchase on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular outstanding Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from Company, in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed or, if the Notes are not listed on such an ex- change the Trustee, on behalf of the Company, shall select the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, on a pro rata basis, by lot or by any other method that the entire Trustee deems fair and appropriate or, in the event the Notes are in global form, as otherwise prescribed by DTC. Notes redeemed or purchased in part shall only be redeemed or purchased in integral multiples of $1,000. If the Company elects to mail notice of a redemption to Holders, the Trustee shall at least five days prior to the date notice of redemption is to be mailed, (i) select, on behalf of the Company, the Notes to be redeemed from Notes outstanding not previously called for redemption, and (ii) notify the Company of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder’s Notes that are to be redeemed. If fewer than all Notes tendered pursuant to an Offer are to be purchased, the Trustee shall, on behalf of the Company, select on or prior to the purchase date for such Offer the Notes to be purchased. The Trustee shall be redeemed select for redemption or purchasedpurchase Notes or portions of Notes in integral multiples of $1,000. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase. The Company shall notify the Trustee of its acceptance for payment of the Notes selected for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed pursuant to ‎Section 5.7 or purchased in an offer Asset Disposition Offer pursuant to purchase at any time‎Section 3.5 or a redemption pursuant to ‎Section 5.9, the Trustee will select Notes for redemption or purchase (a) if the Notes are in global form, on a pro rata basis, by lot, or by such other method in accordance with the applicable procedures of DTC and (b) if the Notes are in definitive form in their entirety, on a pro rata basis (orsubject to adjustments to maintain the authorized Notes denomination requirements) or by lot, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless except if otherwise required by law law. No Notes in an unauthorized denomination or applicable stock exchange of $2,000 in aggregate principal amount or depositary requirementsless shall be redeemed in part. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 ten (10) days nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase; provided that the Issuer shall provide the Trustee with sufficient notice of such partial redemption to enable the Trustee to select the Notes for partial redemption. The Trustee will promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in minimum principal amounts of $2,000 or and whole multiples of $1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not in a minimum principal amount of $2,000 or a multiple of $1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If In the event that less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select selection of Notes for redemption or purchase will be made by the Trustee in the case of certificated Notes and by DTC in all other cases, in each case, in compliance with the requirements of the principal securities exchange or market, if any, on which the Notes are listed or, if the Notes are not then listed on a securities exchange or market, on a pro rata basis (orbasis, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a by lot or by any other method that most nearly approximates a pro rata selection as the Trustee deems in the case of certificated Notes and by DTC in all other cases, in each case, shall deem fair and appropriate) unless otherwise required by law appropriate (subject to the procedures of the Depositary), provided that no Notes of an original principal amount of $100,000 or applicable stock exchange or depositary requirementsless may be redeemed in part and Notes of an original principal amount of in excess of $100,000 may be redeemed in multiples of $1,000 only. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the then outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. After the redemption date, upon surrender of a Note to be redeemed in part only, a new Note or Notes in principal amount equal to the unredeemed portion of the original Note, representing the same Indebtedness to the extent not redeemed, will be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries made to reflect such partial redemption).

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (or, in to the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) extent practicable unless otherwise required by law or applicable stock exchange requirements. If selection on a pro rata basis is not practicable for any reason, the Trustee shall select Notes by lot or depositary requirementsby such other method the Trustee shall deem fair and appropriate. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof, except in cases of PIK Interest; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select selection of such Notes for redemption or purchase will be made by the Trustee in compliance with the requirements of the principal national securities exchange, if any, on which such Notes are listed, or, if such Notes are not so listed, on a pro rata basis (or, or by lot or such similar method in accordance with the case procedures of DTC; provided that no Notes issued of $2,000 or less shall be purchased or redeemed in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementspart. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption Redemption Date or purchase date Purchase Date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts denominations of $2,000 or whole and integral multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer pursuant to purchase Section 5.7 at any time, the Trustee will select the Notes for redemption in compliance with the requirements of the principal securities exchange, if any, on which the Notes are listed, as certified to the Trustee by the Company, and in compliance with the requirements of DTC, or purchase if the Notes are not so listed or such exchange prescribes no method of selection and the Notes are not held through DTC or DTC prescribes no method of selection, on a pro rata basis (orbasis; provided, however, that no Note in the case of Notes issued an unauthorized denomination shall be redeemed in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementspart. In the event of partial redemption or purchase by lot, the particular Notes If any Note is to be redeemed or purchased will be selectedin part only, unless otherwise provided herein, not less than 30 nor more than 60 days prior the notice of redemption that relates to that Note shall state the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing portion of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions redeemed, in which case a portion of Notes selected the original Note will be issued in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all the name of the Notes Holder thereof upon cancellation of the original Note. In the case of a Holder are Global Note, an appropriate notation will be made on such Note to be redeemed or purchaseddecrease the principal amount thereof to an amount equal to the unredeemed portion thereof. Subject to the terms of the applicable redemption notice (including any conditions contained therein), the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption become due on the date fixed for redemption. On and after the redemption date, unless the Company defaults in the payment of the redemption price, interest ceases to accrue on Notes or purchase also apply to portions of Notes them called for redemption or purchaseredemption.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select the Notes for redemption to be redeemed or purchase purchased (a) if the Notes are listed on a securities exchange (and such listing is known to the Trustee), in compliance with the requirements of such exchange on which such Notes are listed or (b) on a pro rata basis (to the extent practicable, or, in if the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection basis is not practicable for any reason, by lot or by such other method as the Trustee deems shall deem fair and appropriate) unless appropriate and otherwise required by law or applicable stock exchange or depositary requirementsin accordance with the Applicable Procedures in minimum denominations of $2,000 and increments of $1,000 in excess thereof. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 days nor more than 60 days prior to the redemption or purchase date Redemption Date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes selected will shall be in amounts integral multiples of $2,000 or whole multiples 1,000 and increments of $1,000 in excess thereof; thereof (but in a minimum amount of $2,000) and no Notes of $2,000 or less can be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchasedredeemed, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchasedredeemed, even if not in a principal amount of at least $2,000. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the then outstanding Notes are to be redeemed pursuant to Section 3.07 or purchased in an Offer to Purchase at any time, the Trustee shall select the Notes to be redeemed or purchased in an offer to purchase at any timecompliance with the requirements of the principal national securities exchange on which the Notes are listed or, if the Trustee will select Notes for redemption or purchase are not so listed, on a pro rata basis (orbasis, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a by lot or by such other method that most nearly approximates a pro rata selection as the Trustee deems to be fair and appropriate) unless otherwise required by law or appropriate in accordance with the applicable stock exchange or depositary requirementsprocedures of the Depositary. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the then outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 1,000 or whole integral multiples of $1,000 in excess thereof1,000; except provided that if all of the no Notes of a Holder are to be redeemed $2,000 in principal amount or purchased, the entire outstanding amount of Notes held by such Holder less shall be redeemed or purchasedin part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. After the redemption date or purchase date, upon surrender of a Note to be redeemed or purchased in part only, a new Note or Notes in principal amount equal to the unredeemed or unpurchased portion of the original Note, representing the same Indebtedness to the extent not redeemed or not purchased, shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).

Selection of Notes to Be Redeemed or Purchased. If less than all of the outstanding Notes are to be redeemed or purchased in if less than all Notes tendered pursuant to an offer Offer are to purchase at any timebe accepted for payment, the Trustee will shall select the outstanding Notes to be redeemed or accepted for redemption or purchase payment on a pro rata basis (orbasis, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a by lot or by any other method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In If the event Company elects to mail notice of partial a redemption or purchase by lotto Holders, the particular Trustee shall at least 15 days prior to the date notice of redemption is to be mailed (i) select the Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the Notes outstanding Notes not previously called for redemption in the manner specified by the Trustee and (ii) notify the Company of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder's Notes that are to be redeemed. If less than all Notes tendered pursuant to an Offer are to be accepted for payment, the Trustee shall select on or purchaseprior to the Purchase Date for such Offer the Notes to be accepted for payment. The Trustee will promptly notify the Company in writing of the Notes selected shall select for redemption or purchase and, in the case of any Note selected for partial redemption Notes or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in principal amounts of $2,000 or whole multiples at maturity of $1,000 in excess or integral multiples thereof; except that if all of the Notes of a Holder are to be redeemed selected for redemption or purchasedpurchase, the entire outstanding aggregate principal amount of the Notes held by such Holder shall Holder, even if not an integral multiple of $1,000, may be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase.

Selection of Notes to Be Redeemed or Purchased. If In the event that less than all of the Notes are to be redeemed or purchased in an offer to purchase Asset Sale Offer or redeemed at any time, the Trustee will shall select the Notes for to be redeemed or purchased among the Holders of the Notes in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed, or, if the Notes are not so listed, on a PRO RATA basis, by lot or by such method as the Trustee shall deem fair and appropriate (and in such manner as complies with applicable legal requirements). The Company shall give written notice to the Trustee of such requirements of any securities exchange not less than forty-five (45) nor more than ninety (90) days prior to the date on which notice of such redemption or purchase is to be given. In the event a partial redemption is made with the proceeds of a public offering by the Company of common equity securities, selection of the Notes or portions thereof for redemption shall be made by the Trustee only on a pro rata PRO RATA basis or on as nearly a PRO RATA basis as practicable (orsubject to procedures of the Depositary), in the case of Notes issued in global form pursuant to Article 2 hereof, based on a unless such method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless is otherwise required by law or applicable stock exchange or depositary requirementsprohibited. In the event of partial redemption or purchase by lotredemption, other than PRO RATA, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchaseredemption. In the event that less than all of the Notes properly tendered in an Asset Sale Offer are to be purchased, the particular Notes to be purchased shall be selected promptly upon the expiration of such Asset Sale Offer. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes them selected will shall be in principal amounts of $2,000 1,000 or whole multiples of $1,000 in excess thereof1,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding principal amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchaseredemption. In the event the Company is required to make an Asset Sale Offer pursuant to Section 3.9 and Section 4.10 hereof, and the amount of Excess Proceeds to be applied to such purchase would result in the purchase of a principal amount of Notes which is not evenly divisible by $1,000, the Trustee shall promptly refund to the Company the portion of such Excess Proceeds that is not necessary to purchase the immediately lesser principal amount of Notes that is so divisible.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase pursuant to Article 3 at any time, the Trustee will or the Paying Agent shall select the Notes for redemption to be redeemed or purchase purchased (a) if such Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which such Notes are listed or (b) on a pro rata basis (to the extent practicable, or, in to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection basis is not practicable for any reason, by lot or by such other method as the Trustee deems fair and appropriate) unless otherwise or the Paying Agent shall deem appropriate or as required by law or applicable stock exchange or depositary requirementsthe rules of the Depositary. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee or the Paying Agent from the outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole integral multiples of $1,000 1.00; no Notes of $2,000 or less can be redeemed in excess part (other than PIK Notes, which may be redeemed in minimum amounts of $1.00 and integral multiples thereof; ), except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not in a principal amount of at least $2,000 or an integral multiple of $1.00, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereofGlobal Notes, based on a method that most nearly reasonably approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lotpurchase, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not in the amount of $2,000 or a whole multiple of $1,000 thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. The Company and the Guarantors may acquire Notes and Note Guarantees by means other than a redemption, whether pursuant to a tender offer, open market purchase, negotiated transaction or otherwise, so long as such acquisition does not otherwise violate the terms of this Indenture.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased repurchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (orprovided that, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriateDepositary may select interests in the Notes for redemption or purchase pursuant to its applicable procedures) unless otherwise required by law or applicable stock exchange or depositary requirements. In The Trustee shall make the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee selection from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the having an aggregate principal amount thereof to in excess of $2,000 may be redeemed or purchased. Notes and portions of Notes selected will be purchased in amounts of $2,000 or part but only in whole multiples of $1,000 in excess thereof; 1, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided In connection with any pro rata selection of Notes for purchase or redemption, the Trustee may make such adjustments downward or upward (by not more than $1) so that Notes shall only be redeemed or purchased in authorized denominations. If any Note is to be redeemed or purchased in part only, the notice relating to such Note shall state the portion of the principal amount thereof to be redeemed or purchased. A new Note in principal amount equal to the unredeemed portion thereof will be issued in the preceding sentence, provisions name of the Holder thereof upon cancellation of the original Note. Provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. The Trustee shall notify the Issuer promptly of the Notes or portions of Notes to be redeemed or purchased.

Selection of Notes to Be Redeemed or Purchased. If In the event that less than all of the Notes are to be redeemed or purchased in an offer to purchase Asset Sale Offer or redeemed at any time, the Trustee will shall select the Notes for to be redeemed or purchased among the Holders of the Notes in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed, or, if the Notes are not so listed, on a pro rata basis, by lot or by such method as the Trustee shall deem fair and appropriate (and in such manner as complies with applicable legal requirements). The Company shall give written notice to the Trustee of such requirements of any securities exchange not less than forty-five (45) nor more than ninety (90) days prior to the date on which notice of such redemption or purchase is to be given. In the event a partial redemption is made with the proceeds of a public offering by the Company of common equity securities, selection of the Notes or portions thereof for redemption shall be made by the Trustee only on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based or on a method that most as nearly approximates a pro rata selection basis as practicable (subject to procedures of the Trustee deems fair and appropriate) Depositary), unless such method is otherwise required by law or applicable stock exchange or depositary requirementsprohibited. In the event of partial redemption or purchase by lotredemption, other than pro rata, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchaseredemption. In the event that less than all of the Notes properly tendered in an Asset Sale Offer are to be purchased, the particular Notes to be purchased shall be selected promptly upon the expiration of such Asset Sale Offer. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes them selected will shall be in principal amounts of $2,000 1,000 or whole multiples of $1,000 in excess thereof1,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding principal amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchaseredemption. In the event the Company is required to make an Asset Sale Offer pursuant to Section 3.9 and Section 4.10 hereof, and the amount of Excess Proceeds to be applied to such purchase would result in the purchase of a principal amount of Notes which is not evenly divisible by $1,000, the Trustee shall promptly refund to the Company the portion of such Excess Proceeds that is not necessary to purchase the immediately lesser principal amount of Notes that is so divisible.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select the Notes for redemption to be redeemed or purchase purchased (a) if the Issuer notifies the Trustee that the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed, (b) on a pro rata basis or (or, in c) to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection as basis is not practicable by lot or by such other method the Trustee deems considers fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 sixty (60) days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of at least $2,000 or whole multiples of $1,000 in excess thereof (or if a PIK Note Payment has been made, Notes may be redeemed in minimum denominations of $1.00 and any integral multiple of $1.00 in excess thereof; ). No Notes of $2,000 or less can be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchasedpurchased (or if a PIK Note Payment has been made, the Notes may be redeemed in minimum denominations of $1.00 and any integral multiple in excess thereof). Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee Registrar will select Notes for redemption or purchase (i) if the Company does not give written notice to the Registrar that the Notes are listed in a securities exchange, then on a pro rata basis (or, in the case of Notes issued in global form pursuant form, in accordance with the requirements of the Depositary) or (ii) if the Company gives written notice to Article 2 hereofthe Registrar that the Notes are so listed, based on a method that most nearly approximates a pro rata selection as in compliance with the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementsrequirements of such securities exchange. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee Registrar from the outstanding Notes not previously called for redemption or purchase. The Trustee Registrar will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. No Notes and portions of Notes selected will be in amounts a principal amount of $2,000 shall be redeemed or whole multiples of $1,000 purchased in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of the Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. Neither the Registrar nor the Trustee shall be liable for the selection made in accordance with this Section 3.02.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 500 or whole multiples of $1,000 500 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. No Notes of $500 or less can be redeemed or purchased in part; provided, however, that if Payment-in-Kind Interest is paid, the same may be redeemed or purchased in a minimum amount of $1.00 and integral multiples of $1.00 (in each case, in aggregate principal amount).

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes of a Series are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select Notes of such Series for redemption or purchase on a pro rata basis (among all outstanding Notes of such Series or, if the Notes of such Series are listed on any national securities exchange, in compliance with the case requirements of the principal national securities exchange on which the Notes issued of such Series are listed, in global form pursuant to Article 2 hereofeither case, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes of such Series to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 15 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes of such Series not previously called for redemption or purchaseredemption. The Trustee will shall promptly notify the Company in writing of the Notes of a Series selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes of a Series selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereofof $2,000; except that if all of the Notes of such Series of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes of such Series held by such Holder Holder, even if not a multiple of $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Supplemental Indenture that apply to Notes of such Series called for redemption or purchase also apply to portions of Notes of such Series called for redemption. No Notes of $2,000 or less shall be redeemed in part. Notices of redemption shall be mailed by first class mail or delivered electronically at least 10 but not more than 60 days before the redemption date to each Holder of Notes of a Series to be redeemed at its registered address, except that redemption notices may be mailed or delivered electronically more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes of such Series or a satisfaction and discharge of this Supplemental Indenture. If any Note of a Series is to be redeemed in part only, the notice of redemption that relates to that Note of such Series shall state the portion of the principal amount of that Note of such Series that is to be redeemed. A new Note of a Series in principal amount equal to the unredeemed portion of the original Note of such Series shall be issued in the name of the Holder of Notes of such Series upon cancellation of the original Note of such Series. Notes of a Series called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes of a Series or purchaseportions of them called for redemption.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will shall select the Notes for redemption to be redeemed or purchase purchased on a pro rata basis (or, in to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection as basis is not practicable, by lot or by such other method the Trustee deems shall deem fair and appropriate) unless otherwise required ; provided that Notes represented by law or applicable stock exchange or depositary requirementsGlobal Notes will be selected for redemption in accordance with the procedures of DTC. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase; provided that for purposes of this Section 3.02, Notes represented by Global Notes will be selected in accordance with the procedures of DTC. The Except with respect to Notes represented by Global Notes, the Trustee will shall promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 in excess thereof; no Notes of $2,000 or less shall be redeemed or purchased in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not $2,000 or a multiple of $1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, DBTCA shall select the Trustee will select Notes for redemption to be redeemed or purchase purchased (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) on a pro rata basis (or, in to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection as the Trustee deems fair basis is not practicable, by lot or by such other method acceptable to DBTCA and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementsin accordance with DTC procedures. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee DBTCA from the outstanding Notes not previously called for redemption or purchase. The Trustee will DBTCA shall promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 or whole multiples of $1,000 1,000; no Notes of $2,000 or less can be redeemed in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less fewer than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee Trustee, the Paying Agent or the Registrar (as applicable) will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a or by such other method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made by law or applicable stock exchange or depositary requirementsit under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee Registrar from the outstanding Notes not previously called for redemption or purchase. The Trustee Registrar will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 US$200,000 or whole integral multiples of $US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the outstanding Notes are to be redeemed or purchased in if less than all Notes tendered pursuant to an offer Offer are to purchase at any timebe accepted for payment, the Trustee will Company shall select the outstanding Notes to be redeemed or accepted for redemption or purchase payment in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed or, if the Notes are not listed on such an exchange, on a pro rata basis (orbasis, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a by lot or by any other method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law ; provided that Notes redeemed or applicable stock exchange or depositary requirementsaccepted for payment in part shall only be purchased in integral multiples of $1,000. In If the event Company elects to mail notice of partial a redemption or purchase by lotto Holders, the particular Company shall at least five days prior to the date notice of redemption is to be mailed, (i) select the Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the Notes outstanding Notes not previously called for redemption redemption, and (ii) notify the Trustee of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder’s Notes that are to be redeemed. If less than all Notes tendered pursuant to an Offer are to be accepted for payment, the Company shall select on or purchaseprior to the Purchase Date for such Offer the Notes to be accepted for payment. The Trustee will promptly notify the Company in writing of the Notes selected shall select for redemption or purchase and, in the case of any Note selected for partial redemption Notes or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in principal amounts of $2,000 1,000 or whole integral multiples of $1,000 in excess thereof1,000; except that if all of the Notes of a Holder are to be redeemed selected for redemption or purchasedpurchase, the entire outstanding aggregate principal amount of the Notes held by such Holder shall Holder, even if not a multiple of $1,000, may be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase.

Selection of Notes to Be Redeemed or Purchased. To the extent that the Company elects to redeem any Notes pursuant to Section 3.07, if less than all of the Notes are to be redeemed at any time, and such Notes are not Global Notes, the Trustee shall select Notes for redemption in compliance with the requirements of the Depositary, of if such Notes are not held through a Depositary, on a pro rata basis, unless otherwise required by law or applicable stock exchange or Depositary requirements. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Company at its option may effect such redemption pursuant to any one, or if it so elects, more than one of such provisions of Section 3.07. If the Company elects to redeem Notes for redemption or purchase on a pro rata basis (orunder more than one such provision of Section 3.07, in the case Company may designate the amount of Notes issued in global form pursuant to Article 2 hereofbe redeemed under each such provision and whether the use of such provisions will be simultaneous or sequential and, based on a method that most nearly approximates a pro rata selection as if sequential, the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementsorder of such use. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 U.S.$2,000 or whole integral multiples of $1,000 U.S.$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not U.S.$2,000 or a multiple of U.S.$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee will select Notes for redemption or purchase on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously called for redemption or purchase. The Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of $2,000 100,000 or whole multiples of $1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase purchase, other than Notes called for redemption pursuant to Section 3.08 hereof, also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, and the Notes are Global Notes, the Notes to be redeemed or repurchased shall be selected by the Depositary in accordance with its Applicable Procedures. If the Notes to be redeemed or repurchased are not Global Notes then held by the Depositary, the Trustee will shall select the Notes for redemption to be redeemed or purchase purchased (i) if the Notes are listed on any national securities exchange and the Trustee has been notified by the Company of such listing, in compliance with the requirements of the principal national securities exchange on which the Notes are listed, (ii) on a pro rata basis to the extent practicable or (or, in iii) to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection as basis is not practicable, by lot or such other similar method the Trustee deems to be fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 ten (10) nor more than 60 sixty (60) days prior to the redemption or purchase date Redemption Date by the Trustee or Depositary, as applicable, from the outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in minimum amounts of $2,000 1,000 or whole multiples of $1,000 in excess thereof; no Notes of $2,000 or less can be redeemed or repurchased in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. If less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, and the Notes are Global Notes, the Notes to be redeemed or repurchased shall be selected by the Depositary in accordance with its applicable procedures. If the Notes to be redeemed or repurchased are not Global Notes then held by the Depositary, the Trustee will shall select the Notes for redemption to be redeemed or purchase purchased (i) if the Notes are listed on any national securities exchange and the Trustee has been notified by the Company of such listing, in compliance with the requirements of the principal national securities exchange on which the Notes are listed, (ii) on a pro rata basis to the extent practicable or (or, in iii) to the case of Notes issued in global form pursuant to Article 2 hereof, based extent that selection on a method that most nearly approximates a pro rata selection as basis is not practicable, by lot or such other similar method in accordance with the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementsprocedures of the Depositary. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Trustee or Depositary, as applicable, from the outstanding Notes not previously called for redemption or purchase. The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in minimum amounts of $2,000 1,000 or whole multiples of $1,000 in excess thereof; no Notes of $2,000 or less can be redeemed or repurchased in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not a multiple of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.

Selection of Notes to Be Redeemed or Purchased. (a) If less than all of the Notes are to be redeemed pursuant to Section 3.07 or purchased in an offer Offer to purchase Purchase at any time, the Trustee will shall select the Notes for redemption to be redeemed or purchase purchased (1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (2) if the Notes are not so listed, on a pro rata basis (orbasis, by lot or by such other method as the Trustee in its sole discretion shall deem fair and appropriate, all in accordance with the procedures of the Depositary in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirementsGlobal Notes. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the then outstanding Notes not previously called for redemption or purchase. (b) The Trustee will shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of $2,000 1,000 or whole number multiples of $1,000 1,000; no Notes of $2,000 or less shall be redeemed in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder Holder, even if not $2,000 or a multiple of $1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.. (c) After the redemption date, upon surrender of a Note to be redeemed in part only, a new Note or Notes in principal amount equal to the unredeemed portion of the original Note, representing the same Debt to the extent not redeemed, shall be issued in the name of the