Common use of ENTRY PROVISIONS FOR GLOBAL SECURITIES Clause in Contracts

ENTRY PROVISIONS FOR GLOBAL SECURITIES. The Global Securities initially shall (i) be registered in the name of the Depositary for such Global Security or the nominee of such Depositary, (ii) be deposited with, or on behalf of, the Depository or with the Trustee, as custodian for such Depositary and (iii) bear legends as set forth in Section 202. The Depository or its nominee shall be the Holder of the Global Securities, and owners of beneficial interests in the Securities represented by the Global Securities shall hold such interests pursuant to the procedures and practices of the Depositary. Any such owner's beneficial ownership of any such Securities will be shown only on, and the transfer of such ownership interest shall be effected only through, records maintained by the Depositary or its nominee. Investors in the Regulation S Global Security may hold their interests in Regulation S Global Security through Euroclear or CEDEL, if they are participants in such systems, or indirectly through organizations which are participants in such systems. After the expiration of the Restricted Period (but not earlier), investors in the Regulation S Global Security may also hold such interests through organizations other than Euroclear or CEDEL that are participants in the Depositary's system. Euroclear and CEDEL will hold interests in the Regulation S Global Security on behalf of their participants through customers' securities accounts in their respective names on the books of their respective depositaries, which, in turn, will hold such interests in the Regulation S Global Security in customer's securities accounts in the depositaries' names on the books of the Depositary. All interests in a Global Security, including those held through Euroclear or CEDEL, may be subject to the procedures and requirements of the Depositary.

ENTRY PROVISIONS FOR GLOBAL SECURITIES. The Global Securities initially shall (i) be registered in the name of the Depositary for such Global Security or the nominee of such Depositary, (ii) be deposited with, or on behalf of, delivered to the Depository or with the Trustee, Trustee as custodian for such Depositary and (iii) bear legends as set forth in Section 202217. The Depository Members of, or participants in, the Depositary ("PARTICIPANTS") shall have no rights under this Indenture with respect to any Global Security held on their behalf by the Depositary, or the Trustee as its nominee shall custodian, or under the Global Security, and the Depositary may 12 be treated by the Holder Company, the Trustee and any agent of the Company or the Trustee as the absolute owner of the Global SecuritiesSecurity for all purposes whatsoever. Notwithstanding the foregoing, and owners of beneficial interests in nothing herein shall prevent the Securities represented by Company, the Global Securities shall hold such interests pursuant to the procedures and practices Trustee or any agent of the Depositary. Any such owner's beneficial ownership of Company or the Trustee from giving effect to any such Securities will be shown only onwritten certification, and the transfer of such ownership interest shall be effected only through, records maintained proxy or other authorization furnished by the Depositary or its nomineeimpair, as between the Depositary and Participants, the operation of customary practices governing the exercise of the rights of a Holder of any Security. Investors in the Regulation S Global Security may hold their interests in the Regulation S Global Security through Euroclear or CEDELClearstream, if they are participants in such systems, or indirectly through organizations which are participants in such systems. After the expiration of the Restricted Period (but not earlier), investors in the Regulation S Global Security may also hold such interests through organizations other than Euroclear or CEDEL Clearstream that are participants in the Depositary's system. Euroclear and CEDEL Clearstream will hold interests in the Regulation S Global Security on behalf of their participants through customers' securities accounts in their respective names on the books of their respective depositariesdepositories, which, in turn, will hold such interests in the Regulation S Global Security in customer's securities accounts in the depositariesdepositories' names on the books of the Depositary. All interests in a Global Security, including those held through Euroclear or CEDELClearstream, may be subject to the procedures and requirements of the Depositary. Those interests held through Euroclear and Clearstream will be subject to the procedures and requirements of such systems. As used herein, the term "RESTRICTED PERIOD" means the period of 40 consecutive days beginning on and including the first day after the later of (i) the day that UBS Warburg LLC advises the Company and the Trustee in writing of the day on which the Securities are first offered to persons other than distributors (as defined in Regulation S) and (ii) the original Issue Date of the Securities.