Common use of Definitive Notes Clause in Contracts

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (a) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such notice, (b) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (c) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the preceding sentence or in clause (A), (B) or (C) of the second preceding sentence, the Company shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (a) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such notice, or (b) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (c) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuer that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company Issuer within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor Issuer in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the second preceding sentence or in clause (A), (B) or (C) of the preceding sentence, Issuer shall promptly make available to the Registrar a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuer that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company Issuer within 90 days of such noticenotice or (B) the Issuer, (b) subject to the procedures of DTCin its sole discretion, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable exchangeable. In the event of the occurrence of any of the events specified in the preceding sentence or in clause (A) or (cB) an Event of Default has occurred the preceding sentence, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and is continuing and the Registrar has received a request from DTCissued in any approved denominations, requested by or on behalf of DTC (in accordance with its customary procedures).

Definitive Notes. (i) Except as provided belowbelow and in Section 1.02(d)(iv) and (v), owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTCthe Depositary’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (a) DTC the Depositary notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC the Depositary ceases to be a clearing agency registered under the Exchange Act, at a time when DTC the Depositary is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such noticenotice or, (b) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (c) an Event of Default has occurred and is continuing and the Registrar has received a request from DTCthe Depositary; and, if the Exchange Offer occurs after such exchange of Definitive Notes for Global Notes as provided in this Section 1.02(e), any Exchange Notes may be issued in the form of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such notice, (bB) subject to the procedures of DTC’s rules, the Company or the Guarantor executes and Company, at its option, delivers to the Trustee and Registrar an Officer’s Certificate written notice stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and DTC notifies the Registrar has received a request from Company and the Trustee of DTC’s decision to exchange such Global Note for Definitive Notes. In the event of the occurrence of any of the events specified in the preceding sentence or in clause (A), (B) or (C) of the preceding sentence, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of DTC (in accordance with its customary procedures).

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuer that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company Issuer within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor Issuer in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the second preceding sentence or in clause (A), (B) or (C) of the preceding sentence, the Issuer shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuer that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company Issuer within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor Issuer in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the second preceding sentence or in clause (A), (B) or (C) of the preceding sentence, the Issuer shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except i)Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 120 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the preceding sentence or in clause (A), (B) or (C) of the second preceding sentence, the Company shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s the Depositary's and the Registrar’s 's procedures. In addition, Definitive Notes shall be transferred delivered to all beneficial owners in exchange for their beneficial interests in a Global Note if (ai) DTC the Depositary notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC the Depositary ceases to be a clearing agency registered under the Exchange Act, at a time when DTC the Depositary is required to be so registered in order to act as depositaryDepositary, and in each case a successor depositary is not appointed by the Company within 90 days of such noticenotice or, (bii) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Officers' Certificate stating that such Global Note shall be so exchangeable or (ciii) an Event of Default has occurred and is continuing and the Registrar has received a request from DTCthe Depositary.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in clause (A), (B) or (C) of the preceding sentence, the Company shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners Beneficial Owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners Beneficial Owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuer that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company Issuer within 90 days of such noticenotice or (B) the Issuer, (b) subject to the procedures of DTCin its sole discretion, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable exchangeable. In the event of the occurrence of any of the events specified in the preceding sentence or in clause (A) or (cB) an Event of Default has occurred the preceding sentence, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and is continuing and the Registrar has received a request from DTCissued in any approved denominations, requested by or on behalf of DTC (in accordance with its customary procedures).

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuer that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and and, in each case case, a successor depositary is not appointed by the Company Issuer within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor Issuer in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of a Default has occurred and is continuing and continuing. In the Registrar has received event of the occurrence of any of the events specified in clause (A), (B) or (C) of the preceding sentence, the Issuer shall promptly make available to the Trustee a request from DTCreasonable supply of Definitive Notes in fully registered form without interest coupons.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuer that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company Issuer within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor Issuer in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the second preceding sentence or in clause (A), (B) or (C) of the preceding sentence, the Issuer shall promptly make available to the Registrar a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive certificated Notes (“Definitive Notes”). If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (a) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such noticenotice or, (b) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (c) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuer that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company Issuer within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor Issuer in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a written request from DTC. In the event of the occurrence of any of the events specified in the second preceding sentence or in clause (A), (B) or (C) of the preceding sentence, the Issuer shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the second preceding sentence or in clause (A), (B) or (C) of the preceding sentence, the Company shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i1) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 120 days of such notice, (bB) subject to the procedures of DTC, the Company or the Guarantor in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the second preceding sentence or in clause (A), (B) or (C) of the preceding sentence, the Company shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such notice, (bB) subject to the procedures of DTC, the Company or the Guarantor in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the second preceding sentence or in clause (A), (B) or (C) of the preceding sentence, the Company shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except i)Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (a) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such notice, (b) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (c) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTCthe Depositary’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred delivered to all beneficial owners in exchange for their beneficial interests in a Global Note if (ai) DTC the Depositary notifies the Company Issuers that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC the Depositary ceases to be a clearing agency registered under the Exchange Act, at a time when DTC the Depositary is required to be so registered in order to act as depositaryDepositary, and in each case a successor depositary is not appointed by the Company Issuers within 90 days of such noticenotice or, (bii) subject to the procedures of DTC, the Company or the Guarantor executes Issuers execute and delivers deliver to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable exchangeable, subject to the procedures of DTC, or (ciii) an Event of Default has occurred and is continuing and the Registrar has received a request from DTCthe Depositary.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuers that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company Issuers within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor executes Issuers in their sole discretion execute and delivers deliver to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the second preceding sentence or in clause (A), (B) or (C) of the preceding sentence, the Issuers shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive certificated Notes (“Definitive Notes”). If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s 's and the Registrar’s 's procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (a) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such notice, (b) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s 's Certificate stating that such Global Note shall be so exchangeable or (c) an Event of Default has occurred and is continuing and the Registrar has received a request to do so from DTC.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuer that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company Issuer within 90 days of such noticenotice or, (bB) subject to the procedures of DTCIssuer, the Company or the Guarantor at its option, executes and delivers to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the second preceding sentence or in clause (A), (B) or (C) of the preceding sentence, the Issuer shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i1) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive certificated Notes (“Definitive Notes”). If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (a) DTC notifies the Company that it is unwilling or unable to continue as depositary depository for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositarydepository, and in each case a successor depositary depository is not appointed by the Company within 90 days of such noticenotice or, (b) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (c) an Event of Default has occurred and is continuing with respect to the Notes of a series and the Registrar has received a request from DTCDTC to exchange the Global Note for such series for Definitive Notes of such series.

Definitive Notes. (i) Except as provided belowin the Indenture, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTCthe Depositary’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred delivered to all beneficial owners in exchange for their beneficial interests in a Global Note if (ai) DTC the Depositary notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC the Depositary ceases to be a clearing agency registered under the Exchange Act, at a time when DTC the Depositary is required to be so registered in order to act as depositaryDepositary, and in each case a successor depositary is not appointed by the Company within 90 days of such noticenotice or, (bii) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (ciii) an Event of Default has occurred and is continuing and the Registrar has received a request from DTCthe Depositary to deliver Definitive Notes to all beneficial owners in exchange for their beneficial interests in a Global Note.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulationApplicable Law, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTCthe Depositary’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (ai) DTC the Depositary notifies the Company Issuer that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC the Depositary ceases to be a clearing agency registered under the Exchange Act, at a time when DTC the Depositary is required to be so registered in order to act as depositaryDepositary, and in each case a successor depositary is not appointed by the Company Issuer within 90 days of such noticenotice or cessation or, (bii) subject to the procedures of DTC, the Company or the Guarantor Issuer executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (ciii) an Event of Default has occurred and is continuing and the Registrar has received a request from DTCthe Depositary.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company at any time that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such notice, notice or (bB) subject to the procedures of DTC, the Company or the Guarantor in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in clause (A), (B) or (C) of the preceding sentence, the Company shall promptly make available to the Trustee a reasonable supply of Definitive Notes in fully registered form without interest coupons.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuer that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company Issuer within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor Issuer in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the second preceding sentence or in clause (A), (B) or (C) of the preceding sentence, the Issuer shall promptly make available to the Registrar a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 120 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the preceding sentence or in clause (A), (B) or (C) of the second preceding sentence, the Company shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (ai) DTC notifies the Company Issuer that it is unwilling or unable to continue as depositary depository for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositarydepository, and in each case a successor depositary depository is not appointed by the Company Issuer within 90 120 days of such noticenotice or, (bii) subject to the procedures of DTC, the Company or the Guarantor Issuer in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (ciii) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the second preceding sentence or in clause (i), (ii) or (iii) of the preceding sentence, the Issuer shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in the Global Notes will Note shall not be entitled to receive certificated Notes (“Definitive Notes”). If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a the Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a the Global Note if (a) DTC notifies the Company that it is unwilling or unable to continue as depositary for such the Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such noticenotice or, (b) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such the Global Note shall be so exchangeable or (c) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuers that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and and, in each case case, a successor depositary is not appointed by the Company Issuers within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor executes Issuers in their sole discretion execute and delivers deliver to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of a Default has occurred and is continuing and continuing. In the Registrar has received event of the occurrence of any of the events specified in clause (A), (B) or (C) of the preceding sentence, the Issuers shall promptly make available to the Trustee a request from DTCreasonable supply of Definitive Notes in fully registered form without interest coupons.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive certificated Notes (“Definitive Notes”). If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (a) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such noticenotice or, (b) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (c) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive certificated Notes ("Definitive Notes"). If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s 's and the Registrar’s 's procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (a) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such noticenotice or, (b) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Officers' Certificate stating that such Global Note shall be so exchangeable or (c) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuer that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company Issuer within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor Issuer in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a written request from DTC. In the event of the occurrence of any of the events specified in the second preceding sentence or in clause (A), (B) or (C) of the preceding sentence, the Issuer shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTCthe Depositary’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (ai) DTC the Depositary notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC the Depositary ceases to be a clearing agency registered under the Exchange Act, at a time when DTC the Depositary is required to be so registered in order to act as depositaryDepositary, and in each case a successor depositary is not appointed by the Company within 90 days of such noticenotice or, (bii) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (ciii) an Event of Default has occurred and is continuing and the Registrar has received a request from DTCthe Depositary.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s the Depositary's and the Registrar’s 's procedures. In addition, Definitive Notes shall be transferred delivered to all beneficial owners in exchange for their beneficial interests in a Global Note if (ai) DTC the Depositary notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC the Depositary ceases to be a clearing agency registered under the Exchange Act, at a time when DTC the Depositary is required to be so registered in order to act as depositaryDepositary, and in each case a successor depositary is not appointed by the Company within 90 days of such noticenotice or, (bii) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Officers' Certificate stating that such Global Note shall be so exchangeable or (ciii) an Event of Default has occurred and is continuing and the Registrar has received a request from DTCthe Depositary to deliver Definitive Notes to all beneficial owners in exchange for their beneficial interests in a Global Note.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuer that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company Issuer within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor Issuer in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the second preceding sentence or in clause (A), (B) or (C) of the preceding sentence, the Issuer shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s the Depositary's and the Registrar’s 's procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (ai) DTC the Depositary notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC the Depositary ceases to be a clearing agency registered under the Exchange Act, at a time when DTC the Depositary is required to be so registered in order to act as depositaryDepositary, and in each case a successor depositary is not appointed by the Company within 90 days of such noticenotice or, (bii) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Officers' Certificate stating that such Global Note shall be so exchangeable or (ciii) an Event of Default has occurred and is continuing and the Registrar has received a request from DTCthe Depositary.

Definitive Notes. (i1) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the preceding sentence or in clause (A), (B) or (C) of the second preceding sentence, the Company shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuer that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and and, in each case case, a successor depositary is not appointed by the Company Issuer within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor Issuer in its sole discretion executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of a Default has occurred and is continuing and the Registrar has received a request from DTCDTC to exchange the beneficial owners’ interest in Global Notes for Definitive Notes. In the event of the occurrence of any of the events specified in clause (A), (B) or (C) of the preceding sentence, the Issuer shall promptly make available to the Trustee a reasonable supply of Definitive Notes in fully registered form without interest coupons.

Definitive Notes. (i) 1. Except as provided below, owners of beneficial interests in Global Notes will not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTC’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred to all beneficial owners in exchange for their beneficial interests in a Global Note if (aA) DTC notifies the Company Issuers that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC ceases to be a clearing agency registered under the Exchange Act, at a time when DTC is required to be so registered in order to act as depositary, and in each case a successor depositary is not appointed by the Company Issuers within 90 days of such noticenotice or, (bB) subject to the procedures of DTC, the Company or the Guarantor Issuers in their sole discretion executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (cC) an Event of Default has occurred and is continuing and the Registrar has received a request from DTC. In the event of the occurrence of any of the events specified in the second preceding sentence or in clause (A), (B) or (C) of the preceding sentence, the Issuers shall promptly make available to the Trustee a reasonable supply of Definitive Notes.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTCthe Depositary’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred delivered to all beneficial owners in exchange for their beneficial interests in a Global Note if (ai) DTC the Depositary notifies the Company Issuers that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC the Depositary ceases to be a clearing agency registered under the Exchange Act, at a time when DTC the Depositary is required to be so registered in order to act as depositaryDepositary, and in each case a successor depositary is not appointed by the Company Issuers within 90 days of such noticenotice or, (bii) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Certificate stating that such Global Note shall be so exchangeable or (ciii) an Event of Default has occurred and is continuing and the Registrar has received a request from DTCthe Depositary.

Definitive Notes. (i) Except as provided below, owners of beneficial interests in Global Notes will shall not be entitled to receive Definitive Notes. If required to do so pursuant to any applicable law or regulation, beneficial owners may obtain Definitive Notes in exchange for their beneficial interests in a Global Note upon written request in accordance with DTCthe Depositary’s and the Registrar’s procedures. In addition, Definitive Notes shall be transferred delivered to all beneficial owners in exchange for their beneficial interests in a Global Note if (ai) DTC the Depositary notifies the Company that it is unwilling or unable to continue as depositary for such Global Note, Note or DTC the Depositary ceases to be a clearing agency registered under the Exchange Act, at a time when DTC the Depositary is required to be so registered in order to act as depositaryDepositary, and in each case a successor depositary is not appointed by the Company within 90 days of such noticenotice or, (bii) subject to the procedures of DTC, the Company or the Guarantor executes and delivers to the Trustee and Registrar an Officer’s Officers’ Certificate stating that such Global Note shall be so exchangeable or (ciii) an Event of Default has occurred and is continuing and the Registrar has received a request from DTCthe Depositary to deliver Definitive Notes to all beneficial owners in exchange for their beneficial interests in a Global Note.