Common use of General Provisions Relating to Transfers and Exchanges Clause in Contracts

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Issuer will execute and the Trustee or its Authenticating Agent will authenticate Global Notes and Definitive Registered Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 or at the Registrar’s request. (2) No service charge will be made by the Issuer or the Registrar to a Holder of a beneficial interest Book-Entry Interest in a Global Note, a Holder of a Global Note or to a Holder of a Definitive Registered Note for any registration of transfer or exchange, but the Issuers Issuer and the Trustee may require payment of a sum sufficient to cover any transfer stamp duty, stamp duty reserve, documentary or other similar tax or similar governmental charge payable that may be imposed in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.094.03, 4.10, 4.15 4.08 and 9.05 hereof9.04). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer No Transfer Agent or exchange of Global Notes or Definitive Notes Registrar will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will be required: (A) to issue, required to register the transfer of or to exchange, any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or. (C4) All Global Notes and Definitive Registered Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Registered Notes will be the valid obligations of the Issuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Registered Notes surrendered upon such registration of transfer or exchange. (5) Except as may be separately agreed by the Issuer, the Issuer shall not be required to register the transfer into its register kept at its registered office of or any Definitive Registered Notes: (A) for a period of 15 calendar days prior to exchange any date fixed for the redemption of the Notes under Section 3.03; (B) for a Note between period of 15 calendar days immediately prior to the date fixed for selection of Notes to be redeemed in part; (C) for a period of 15 calendar days prior to the record date and the next succeeding with respect to any interest payment date; or (D) which the Holder has tendered (and not withdrawn) for repurchase in connection with a Change of Control Offer or an Asset Disposition Offer. Any such transfer will be made without charge to the Holder, other than any taxes, duties and governmental charges payable in connection with such transfer. (6) Prior to due presentment for the registration of a transfer of any Note, the The Trustee, any Agent and the Issuers may Issuer shall deem and treat the Person in whose name any Note is registered in the register maintained by the Registrar as the absolute owner of such Note for the purpose of receiving payment of principal of (and premium, if any) or interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Issuer shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Issuer, the Trustee or the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted initially by facsimilefacsimile with originals to be delivered promptly thereafter to the Trustee. None of the Trustee or any Agent shall have any obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Participants or beneficial owners of interests in any Definitive Registered Note or Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. None of the Trustee or any Agent shall have any responsibility or obligation to any beneficial owner in a Global Note, a Participant or other Person with respect to the accuracy of the records of the Depositary or its nominee or of any Participant, with respect to any ownership interest in a Global Note or with respect to the delivery to any Participant, beneficial owner or other Person (other than the Depositary or its nominee) of any notice (including any notice of redemption) or the payment of any amount (other than the Depositary or its nominee), under or with respect to such Global Notes. All notices and communications to be given to the Holders and all payments to be made to Holders under the Notes and this Indenture shall be given or made only to or upon the order of the registered holders (which shall be the Depositary or its nominee in the case of the Global Note). The rights of beneficial owners in the Global Note shall be exercised only through the Depositary subject to the applicable procedures. The Trustee and the Agents shall be entitled to rely and shall be fully protected in relying upon information furnished by the Depositary with respect to its members, Participants and any beneficial owners. The Trustee and the Agents shall be entitled to deal with the Depositary, and any nominee thereof, that is the registered holder of any Global Note for all purposes of this Indenture relating to such Global Note (including the payment of principal, premium, if any, and interest and additional amounts, if any, and the giving of instructions or directions by or to the owner or holder of a beneficial ownership interest in such Global Note) as the sole holder of such Global Note and shall have no obligations to the beneficial owners thereof. None of the Trustee or any Agent shall have any responsibility or liability for any acts or omissions of the Depositary with respect to such Global Note for the records of any such Depositary, including records in respect of beneficial ownership interests in respect of any such Global Note, for any transactions between the Depositary and any Participant or between or among the Depositary, any such Participant and/or any holder or owner of a beneficial interest in such Global Note, or for any transfers of beneficial interests in any such Global Note.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Company will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company Order the Company’s order or at the Registrar’s request. (2) No service charge will be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 4.09 and 9.05 hereof). (3) [ReservedThe Registrar will not be required to register the transfer of or exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Supplemental Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers The Company will not be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall Company will be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimilefacsimile or electronic transmission (including a pdf). (9) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Supplemental Indenture or under applicable law with respect to any transfer of any interest in any Note other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Supplemental Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (10) Neither the Trustee nor any Agent shall have any responsibility for any actions taken or not taken by the Depositary.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and and, upon receipt of an Authentication Order in accordance with Section 2.02, the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order the Company’s order or at the Registrar’s request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.102.07, 3.06, 3.094.14, 4.10, 4.15 4.21 and 9.05 hereof). (3) [Reserved.] (4iii) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5iv) Neither the Registrar nor the Issuers will Company shall be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or part or (C) to register the transfer of or to exchange a Note between a record date Regular Record Date and the next succeeding interest payment dateInterest Payment Date. (6v) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7vi) The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) vii) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel certifications required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. (viii) The Trustee is hereby authorized to enter into a letter of representation with the Depositary in the form provided by the Depositary and to act in accordance with such letter.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order the Company’s order or at the Registrar’s request. (2) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.102.11, 3.06, 3.09, 4.104.11, 4.15 and 9.05 hereof9.05). (3) [ReservedThe Registrar shall not be required to register the transfer of or exchange any Note selected for redemption in whole or in part.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid and legally binding obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will The Company shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or part or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment dateInterest Payment Date. (6) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7) The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof2.02. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 2.07 to effect a registration of transfer or exchange may be submitted by facsimilefacsimile with the original to follow by first class mail or delivery service.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 9.04 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimilefacsimile or electronic image scan.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchangesexchanges effected in accordance with this Indenture, the Issuers will Company shall execute and the Trustee will shall authenticate the Global Notes Note and any Definitive Notes upon receipt of a Company Order or at the Registrar’s 's request. . The Global Note and any Definitive Notes issued upon any registration of transfer or exchange of beneficial interests in the Global Note or the Definitive Notes shall be legal, valid and binding obligations of the Company, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Definitive Notes or Global Notes surrendered upon such registration of transfer or exchange. Neither the Company nor the Registrar shall be required to (2a) issue, register the transfer of or exchange Notes during a period beginning at the opening of business on a Business Day 15 days before the day of mailing of any notice of redemption of Notes under Section 9.06 hereof and ending at the close of business on the day of such mailing or (b) register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part. No service charge will fee shall be made charged to a any Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchangeexchange (except as otherwise expressly permitted herein), but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes tax or similar governmental charge payable upon exchange or transfer exchanges pursuant to Sections 2.09, 2.10, 3.068.06 or 9.09 hereof, 3.09, 4.10, 4.15 and 9.05 hereofwhich shall be paid by the Company). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6) . Prior to due presentment to the Trustee for the registration of a the transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes Note and for all other purposespurposes whatsoever, whether or not such Note is overdue, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7) . The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 2.03 hereof. (8) . All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 2.07 to effect a registration of transfer or exchange may be submitted by facsimile. The Trustee is hereby authorized to enter into a letter of representation with the Depositary in the form provided by the Company and to act in accordance with such letter.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Company will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 4.14 and 9.05 hereof). (3) [Reserved].] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations Obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers Company will be required: (A) to issue, to register the transfer of of, or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and (subject to the record date provisions of the Notes) interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchangesexchanges effected in accordance with this Indenture, the Issuers will Company shall execute and the Trustee will shall authenticate the Global Notes Note and any Definitive Notes upon receipt of a Company Order or at the Registrar’s 's request. The Global Note and any Definitive Notes issued upon any registration of transfer or exchange of beneficial interests in the Global Note or the Definitive Notes shall be legal, valid and binding obligations of the Company, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Definitive Notes or Global Note surrendered upon such registration of transfer or exchange. (2ii) Neither the Company nor the Registrar shall be required to (a) issue, register the transfer of or exchange Notes during a period beginning at the opening of business on a Business Day 15 days before the day of mailing of any notice of redemption of Notes under Section 3.3 hereof and ending at the close of business on the day of such mailing or (b) register the transfer of or exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part. (iii) No service charge will fee shall be made charged to a any Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchangeexchange (except as otherwise expressly permitted herein), but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes tax or similar governmental charge payable upon exchange or transfer exchanges pursuant to Sections 2.10, 3.063.7, 3.094.20, 4.104.21 or 9.5 hereof, 4.15 and 9.05 hereofwhich shall be paid by the Company). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6iv) Prior to due presentment to the Trustee for the registration of a the transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes Note and for all other purposespurposes whatsoever, whether or not such Note is overdue, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7v) The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 2.2 hereof. (8) vi) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 2.6 to effect a registration of transfer or exchange may be submitted by facsimile. (vii) The Trustee is hereby authorized to enter into a letter of representation with the Depositary in the form provided by the Company and to act in accordance with such letter.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Issuer shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2ii) The Registrar and the Trustee may require a Holder to furnish appropriate endorsements and transfer documents in connection with a transfer of Notes. (iii) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any Holders shall pay all taxes due on transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.07, 2.10, 3.06, 3.09, 4.104.11, 4.15 4.15, and 9.05 9.04 hereof). (3iv) [ReservedNeither the Registrar nor the Issuer shall be required to register the transfer of or exchange any Note selected for redemption.] (4v) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5vi) Neither the Registrar nor the Issuers will The Issuer shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during Note for a period beginning at the opening of business 15 days before the day mailing of any selection a notice of redemption of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; to be redeemed, (B) to register the transfer of or to exchange any Note selected for redemption in whole or in partredemption, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date Record Date and the next succeeding interest payment dateInterest Payment Date or (D) to register the transfer of or to exchange any Notes selected for redemption or tendered (and not withdrawn) for repurchase in connection with a Change of Control Offer or an Asset Sale Offer. (6vii) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of (and premium, if any) and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Issuer shall be affected by notice to the contrary. (7viii) The Upon surrender for registration of transfer of any Note at the office or agency of the Issuer designated pursuant to Section 4.02 hereof, the Issuer shall execute, and the Trustee will shall authenticate and mail, in the name of the designated transferee or transferees, one or more replacement Notes of any authorized denomination or denominations of a like aggregate principal amount. (ix) At the option of the Holder, Notes may be exchanged for other Notes of any authorized denomination or denominations of a like aggregate principal amount upon surrender of the Notes to be exchanged at such office or agency. Whenever any Global Notes or Definitive Notes are so surrendered for exchange, the Issuer shall execute, and the Trustee shall authenticate and mail, the replacement Global Notes and Definitive Notes for original issue which the Holder making the exchange is entitled to in accordance with the provisions of Section 2.02 hereof. (8) x) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. (xi) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depositary Participants or beneficial owners of interests in any Global Notes) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (xii) Neither the Trustee nor any Agent shall have any responsibility or liability for any actions taken or not taken by the Depositary.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Company will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s ’ s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 9.04 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers Company will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimilefacsimile or electronic image scan. (8) The Trustee shall have no responsibility or obligation to any beneficial owner of a Global Note, a member of, or a participant in, DTC or other Person with respect to the accuracy of the records of DTC or its nominee or of any participant or member thereof, with respect to any ownership interest in the Notes or with respect to the delivery to any participant, member, beneficial owner or other Person (other than DTC) of any notice (including any notice of redemption or purchase) or the payment of any amount or delivery of any Notes (or other security or property) under or with respect to such Notes. All notices and communications to be given to the Holders and all payments to be made to Holders in respect of the Notes shall be given or made only to or upon the order of the registered Holders (which shall be DTC or its nominee in the case of a Global Note). The rights of beneficial owners in any Global Note shall be exercised only through DTC subject to the applicable rules and procedures of DTC. The Trustee may rely and shall be fully protected in relying upon information furnished by DTC with respect to its members, participants and any beneficial owners. (9) Neither the Registrar nor the Trustee shall have any obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among DTC participants, members or beneficial owners in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by, the terms of this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. Neither the Trustee nor any of its agents shall have any responsibility for any actions taken or not taken by DTC. (10) The transferor of any Note shall provide or cause to be provided to the Trustee all information necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation any cost basis reporting obligations under Section 6045 of the Code. The Trustee may rely on information provided to it and shall have no responsibility to verify or ensure the accuracy of such information. In connection with any proposed exchange of a Note that is not a Global Note for a Global Note, the Company or the Depositary shall be required to provide or cause to be provided to the Trustee all information necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation any cost basis reporting obligations under Section 6045 of the Code. The Trustee may rely on information provided to it and shall have no responsibility to verify or ensure the accuracy of such information.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order the Company’s order or at the Registrar’s request. (2) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar other governmental charge taxes and fees payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.102.11, 3.06, 3.094.13, 4.10, 4.15 4.17 and 9.05 hereof9.05). (3) [ReservedThe Registrar shall not be required to register the transfer of or exchange any Note selected for redemption in whole or in part.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid and legally binding obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will The Company shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or part or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment dateInterest Payment Date. (6) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7) The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof2.02. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 2.07 to effect a registration of transfer or exchange may be submitted by facsimilefacsimile with the original to follow by first class mail or delivery service.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Company will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Supplemental Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers Company will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before immediately preceding the day sending of any selection notice of redemption of Notes selected for redemption under Section 3.02 hereof and ending at the close of business on the day of selectionsuch notice is sent; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Issuer will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 or at the Registrar’s 's request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Issuer may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers Issuer will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Issuer shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, subject to this Section 2.06, the Issuers will Company shall execute and and, upon the written order of the Company signed by an Officer of the Company, the Trustee will shall authenticate Definitive Notes and Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.103.07, 3.064.12, 3.09, 4.10, 4.15 4.17 and 9.05 hereof). (3iii) [ReservedNotwithstanding any other provision of this Section 2.06, prior to the expiration of the Distribution Compliance Period, beneficial interests in Regulation S Global Notes may be held only through Euroclear or Clearstream, unless transferred to a Person that takes delivery through a Rule 144A Global Note or IAI Global Note in accordance with Section 2.06(a)(ii) hereof.] (4iv) All Global Definitive Notes and Definitive Global Notes issued upon any registration of transfer or exchange of Definitive Notes or Global Notes or Definitive Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Definitive Notes or Definitive Global Notes surrendered upon such registration of transfer or exchange. (5v) Neither The Company and the Registrar nor the Issuers will shall not be required: (A) to issue, to register the transfer of or to exchange, any exchange Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment dateother than in amounts of $200,000 or multiple integrals of $1 in excess thereof. (6vi) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of of, premium, if any, Additional Amounts, if any, and interest interest, on such Notes and for all other purposesNotes, and none of neither the Trustee, any Agent or nor the Issuers Company shall be affected by notice to the contrary. (7vii) The Trustee will shall authenticate Definitive Notes and Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer or exchange tax or similar governmental charge payable in connection therewith (other than any such transfer or exchange taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 9.04 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. (8) Neither the Trustee nor the Registrar shall have any obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Participants or beneficial owners of interests in any Definitive Note or Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Issuer shall execute and the Trustee will shall authenticate Global Notes and Definitive Registered Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 or at the Registrar’s request. (2ii) No service charge will shall be made by the Issuer or the Registrar to a holder of a Book-Entry Interest in a Global Note, a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Registered Note for any registration of transfer or exchange, but the Issuers Issuer may require payment of a sum sufficient to cover any transfer stamp duty, stamp duty reserve, documentary or other similar tax or similar governmental charge payable that may be imposed in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.102.09, 3.06, 3.09, 4.10, 4.15 Section 4.14 and 9.05 hereof9.04). (3iii) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer No Transfer Agent or exchange of Global Notes or Definitive Notes will Registrar shall be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will be required: (A) to issue, required to register the transfer of or to exchange, any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or. (Civ) All Global Notes and Definitive Registered Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Registered Notes shall be the valid obligations of the Issuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Registered Notes surrendered upon such registration of transfer or exchange. (v) The Issuer shall not be required to register the transfer into its register kept at its registered office of or any Definitive Registered Notes: (A) for a period of 15 calendar days prior to exchange any date fixed for the redemption of the Notes under Section 3.03; (B) for a Note between period of 15 calendar days immediately prior to the date fixed for selection of Notes to be redeemed in part; (C) for a period of 15 calendar days prior to the record date and the next succeeding with respect to any interest payment date; or (D) which the Holder has tendered (and not withdrawn) for repurchase in connection with a Change of Control Offer or an Asset Sale Offer. Any such transfer will be made without charge to the Holder, other than any taxes, duties and governmental charges payable in connection with such transfer. (6vi) Prior to due presentment for the registration of a transfer of any Note, the The Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of of, interest, and interest premium and Additional Amounts, if any, on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Issuer shall be affected by notice to the contrary. (7vii) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Issuer, the Trustee or the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted initially by facsimilefacsimile with originals to be delivered promptly thereafter to the Trustee.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Company will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers Company will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before prior to the day mailing of any selection a notice of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selectionredemption; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate or cause to be authenticated Global Notes Securities and Definitive Notes Securities upon receipt of a Company Order the Company’s order or at the Registrar’s request. (2) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note Security or to a Holder of a Definitive Note Security for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge or other fee required by law and payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 8.05 and 9.05 hereof10.06). (3) [Reserved.] (4) All Global Notes Securities and Definitive Notes Securities issued upon any registration of transfer or exchange of Global Notes Securities or Definitive Notes will Securities shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes Securities or Definitive Notes Securities surrendered upon such registration of transfer or exchange. (54) Neither None of the Company, the Trustee or the Registrar nor the Issuers will shall be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes Securities during a period beginning at the opening of business 15 days before the day of any selection sending of Notes for a notice of redemption under Section 3.02 hereof 10.03 and ending at the close of business on the such day of selection; or (B) to register the transfer of or to exchange any Note Securities so selected for redemption in whole or in part, except the unredeemed portion of any Note Security being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to the due presentment presentation for the registration of a transfer of any NoteSecurity, the Company, the Guarantor, the Trustee, any the Paying Agent and or the Issuers Registrar may deem and treat the Person in whose name any Note a Security is registered as the absolute owner of such Note Security for the purpose of receiving any payment of principal of and interest on such Notes Security and for all other purposespurposes whatsoever, whether or not such Security is overdue, and none of the Company, the Guarantor, the Trustee, any the Paying Agent or the Issuers Registrar shall be affected by notice to the contrary. (76) The Trustee will shall authenticate or cause to be authenticated Global Notes Securities and Definitive Notes for original issue Securities upon receipt of a written order of the Company signed by one of its Officers and in accordance with the other provisions of Section 2.02 hereofto the extent applicable. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. (8) The Trustee and the Securities Administrator shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Global Security or Definitive Security other than to require delivery of such certificates and other documentation or evidence as is expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to conformity with the express requirements hereof. (9) None of the Trustee, the Securities Administrator, or any Agent shall have any responsibility for any actions taken or not taken by the Depositary.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment dateInterest Payment Date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimilefacsimile or electronic image scan. (8) The Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements and transfer documents in connection with a transfer of the Definitive Notes.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Definitive Senior Notes and Definitive Global Senior Notes upon receipt of a Company Order or at the Registrar’s 's request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.103.07, 3.064.13, 3.09, 4.10, 4.15 4.14 and 9.05 hereof). (3iii) [ReservedNeither the Company nor the Registrar shall be required to register the transfer of or exchange any Senior Note selected for redemption in whole or in part, except the unredeemed portion of any Senior Note being redeemed in part.] (4iv) All Global Definitive Senior Notes and Definitive Global Senior Notes issued upon any registration of transfer or exchange of Global Definitive Senior Notes or Definitive Global Senior Notes will in accordance with this Indenture (including any increase in the aggregate principal amount of the Senior Notes represented by the Global Senior Note pursuant to subsection (b) above) shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Definitive Senior Notes or Definitive Global Senior Notes surrendered upon such registration of transfer or exchange. (5v) Neither The Company shall not be required to issue Senior Notes and the Registrar nor the Issuers will shall not be required: (A) to issue, required to register the transfer of or to exchange, any exchange Senior Notes during a period beginning at the opening of business 15 days before the day of any selection of Senior Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of , or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Senior Note between a record date and the next succeeding interest payment date. (6vi) Prior to due presentment for the registration of a transfer of any Senior Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Senior Note is registered as the absolute owner of such Senior Note for the purpose of receiving payment of principal of of, premium, if any, and accrued and unpaid interest on such Notes and for all other purposesSenior Notes, and none of neither the Trustee, any Agent or nor the Issuers Company shall be affected by notice to the contrary. (7vii) The Trustee will shall authenticate Global Definitive Senior Notes and Definitive Global Senior Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes Securities and Definitive Notes Securities upon receipt of a Company Order the Company’s order or at the Registrar’s request. (2ii) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note Security or to a Holder of a Definitive Note Security for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge or other fee required by law and payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections Section 2.10, 3.06, 3.09, 4.10, 4.15 Section 8.05 and 9.05 hereofSection 10.07). (3) [Reserved.] (4iii) All Global Notes Securities and Definitive Notes Securities issued upon any registration of transfer or exchange of Global Notes Securities or Definitive Notes will Securities shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes Securities or Definitive Notes Securities surrendered upon such registration of transfer or exchange. (5iv) Neither None of the Company, the Trustee or the Registrar nor the Issuers will shall be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes Securities during a period beginning at the opening of business 15 days before the day of any selection mailing of Notes for a notice of redemption under Section 3.02 hereof 10.04 and ending at the close of business on the such day of selection; or (B) to register the transfer of or to exchange any Note Securities so selected for redemption in whole or in part, except the unredeemed portion of any Note Security being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6v) Prior to the due presentment presentation for the registration of a transfer of any NoteSecurity, the Company, the Guarantor, if any, the Trustee, any the Paying Agent and or the Issuers Registrar may deem and treat the Person in whose name any Note a Security is registered as the absolute owner of such Note Security for the purpose of receiving any payment of principal of and interest on such Notes Security and for all other purposespurposes whatsoever, whether or not such Security is overdue, and none of the Company, the Guarantor, if any, the Trustee, any the Paying Agent or the Issuers Registrar shall be affected by notice to the contrary. (7vi) The Trustee will shall authenticate Global Notes Securities and Definitive Notes for original issue Securities upon receipt of an Issuer Order and in accordance with the other provisions of Section 2.02 hereof2.03 to the extent applicable. (8) vii) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 2.07 to effect a registration of transfer or exchange may be submitted by facsimile. (viii) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Global Security and Definitive Security other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to conform with the express requirements hereof. (ix) Neither the Trustee nor any Agent shall have any responsibility for any actions taken or not taken by the Depositary.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Issuer shall execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order or at the Registrar’s requestin accordance with Section 2.02 hereof. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Issuer may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.093.10, 4.104.11, 4.15 and 9.05 9.04 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes Notes, made in accordance with Section 2.06, will be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers will Issuer shall be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may Issuer shall deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Issuer shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted electronically or by facsimile. (8) Neither the Trustee nor any Agent shall have any responsibility for any actions taken or not taken by the Depositary. (9) Each Holder agrees to indemnify the Issuer, the Registrar and the Trustee against any liability that may result from the transfer, exchange or assignment of such ▇▇▇▇▇▇’s Note in violation of any provision of this Indenture and/or applicable securities law, including United States federal or state securities laws. (10) The Trustee and the Registrar shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.093.08, 4.10, 4.15 and 9.05 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimilefacsimile or electronic transmission.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will Fiscal Agent shall authenticate Global Notes Securities and Definitive Notes Securities upon receipt of a Company Order the Company’s order or at the Registrar’s request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange by or transfer to the same Holder pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 2.06 or 9.04 hereof). (3iii) [ReservedThe Registrar shall not be required to register the transfer of or exchange any Security selected for redemption in whole or in part, except the unredeemed portion of any Security being redeemed in part.] (4iv) All Global Notes and Definitive Notes Securities issued upon any registration of transfer or exchange pursuant to the terms of Global Notes or Definitive Notes will this Agreement shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this IndentureAgreement, as the Global Notes or Definitive Notes Securities surrendered upon such registration of transfer or exchange. (5v) Neither the Registrar nor the Issuers will The Company shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes Securities during a period beginning at the opening of business 15 days before the day of any selection of Notes Securities for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; selection or (B) to register the transfer of or to exchange any Note Security so selected for redemption in whole or in part, except the unredeemed portion of any Note Security being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6vi) Prior to due presentment for the registration of a transfer of any NoteSecurity, the TrusteeFiscal Agent, any Agent and the Issuers Company may deem and treat the Person in whose name any Note Security is registered as the absolute owner of such Note Security for the purpose of receiving payment of principal of of, premium, if any, and interest on such Notes Securities and for all ail other purposes, and none of the TrusteeFiscal Agent, any Agent or the Issuers Company shall be affected by notice to the contrary. (7vii) The Trustee will Fiscal Agent shall authenticate Global Notes and Definitive Notes for original issue Securities in accordance with the provisions of Section 2.02 hereof. (8) viii) All certifications, certificates, Opinions of Counsel certifîcates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. (ix) The Fiscal Agent shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Agreement or under applicable law with respect to any transfer of any interest in any Security (including any transfers between or among Participants or beneficial owners of interests in any Global Security) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Agreement, and to examine the same to determine substantial compliance as to form with the express requirements hereof.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Company will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 4.14 and 9.05 hereof). (3) [Reserved].] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations Obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers Company will be required: (A) to issue, to register the transfer of of, or to exchange, exchange any Notes during a period beginning at the opening of business 15 10 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and (subject to the record date provisions of the Notes) interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Certificated Notes and Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s 's request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer transfer, fee or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 3.6 and 9.05 hereof9.5). (3iii) [ReservedThe Registrar shall not be required to register the transfer of or exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part.] (4iv) All Global Certificated Notes and Definitive Global Notes issued upon any registration of transfer or exchange of Certificated Notes or Global Notes or Definitive Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Certificated Notes or Definitive Global Notes surrendered upon such registration of transfer or exchange. (5v) Neither the Registrar nor the Issuers will The Company shall not be required: (Aa) to issue, to register the transfer of or to exchange, any exchange Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof 3.2 and ending at the close of business on the day of selection;; or (Bb) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (Cc) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6vi) Prior to due presentment for of the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on all payments with respect to such Notes and for all other purposesNotes, and none of neither the Trustee, any Agent or nor the Issuers Company shall be affected by notice to the contrary. (7vii) The Trustee will shall authenticate Certificated Notes and Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof2.2. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Company will execute and the Trustee or authenticating agent will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 4.14 and 9.05 9.04 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenturehereunder, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers Company will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order the Company’s order or at the Registrar’s request. (2) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar other governmental charge taxes and fees payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.102.11, 3.06, 3.097.26, 4.10, 4.15 7.30 and 9.05 hereof11.05). (3) [ReservedThe Registrar shall not be required to register the transfer of or exchange any Note selected for redemption in whole or in part.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid and legally binding obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will The Company shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or part or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment dateInterest Payment Date. (6) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7) The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof2.02. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 2.07 to effect a registration of transfer or exchange may be submitted by facsimilefacsimile with the original to follow by first class mail or delivery service. (9) Any holder of a beneficial interest in a Global Note shall, by acceptance of such beneficial interest, agree that transfers of beneficial interests in such Global Note may be effected only through a book-entry system maintained by (a) the holder of such Global Note (or its agent) or (b) any holder of a beneficial interest in such Global Note, and that ownership of a beneficial interest in such Global Note shall be required to be reflected in a book-entry. (10) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restriction on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depositary participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (11) None of the Trustee, Registrar, Paying Agent or Conversion Agent shall have any responsibility for any actions taken or not taken by the Depositary.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note Security or to a Holder of a Definitive Note Security for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.063.07, 3.093.08, 4.10, 4.15 4.15, 4.20 and 9.05 9.04 hereof). (3) [Reserved.] (4) All Global Notes Securities and Definitive Notes Securities issued upon any registration of transfer or exchange of Global Notes Securities or Definitive Notes Securities will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes Securities or Definitive Notes Securities surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes Securities during a period beginning at the opening of business 15 fifteen (15) days before the day of any selection of Notes Securities for redemption under Section 3.02 3.03 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note Security selected for redemption in whole or in part, except the unredeemed portion of any Note Security being redeemed in part; or (C) to register the transfer of or to exchange a Note Security between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any NoteSecurity, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note Security is registered as the absolute owner of such Note Security for the purpose of receiving payment of principal of and (subject to the record date provisions of the Notes) interest on such Notes Securities and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. Neither the Trustee nor the Registrar shall have any obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Participants, members or beneficial owners in any Global Security) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by, the terms of this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. The Trustee shall retain copies of all letters, notices and other written communications received pursuant to this Section 2.06 (including all Securities received for transfer pursuant to this Section 2.06). The Issuers shall have the right to require the Trustee to deliver to the Issuers, at their expense, copies of all such letters, notices or other written communications at any reasonable time upon the giving of reasonable written notice to the Trustee. In connection with any transfer of any Security, the Trustee and the Issuers shall be entitled to receive, shall be under no duty to inquire into, may conclusively presume the correctness of, and shall be fully protected in relying upon the certificates, opinions and other information referred to herein (or in the forms provided herein, attached hereto or to the Security, or otherwise) received from any Holder and any transferee of any Security regarding the validity, legality and due authorization of any such transfer, the eligibility of the transferee to receive such Security and any other facts and circumstances related to such transfer.

General Provisions Relating to Transfers and Exchanges. (1i) The Debt Securities shall be transferable only upon the surrender of a Debt Security for registration of transfer and in compliance with this Section 2.07. When a Debt Security is presented to the Registrar with a request to register a transfer, the Registrar shall register the transfer as requested if the requirements of Section 8-401 of the Uniform Commercial Code and this Section 2.07 are met. When Debt Securities are presented to the Registrar with a request to exchange them for an equal principal amount of Debt Securities of other denominations, the Registrar shall make the exchange as requested if the same requirements are met. (ii) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s requestan Authentication Order. (2iii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 3.07 and 9.05 hereof9.06). (3iv) [ReservedThe Registrar shall retain copies of all certificates, notices and other written communications received pursuant to this Section 2.07. The Company shall have the right to inspect and make copies of all such certificates, notices or other written communications at any reasonable time upon the giving of reasonable written notice to the Registrar.] (4v) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debtindebtedness, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5vi) Neither the The Company, Trustee and Registrar nor the Issuers will shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes Debt Securities during a period beginning at the opening of business 15 days before the day of any selection of Notes Debt Securities for redemption under Section 3.02 hereof 3.03 and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note Debt Security so selected for redemption in whole or in part, except the unredeemed portion of any Note Debt Security being redeemed in part; or part or (C) to register the transfer of or to exchange a Note Debt Security between a record date and the next succeeding interest payment date. (6vii) Prior to due presentment for the registration of a transfer of any NoteDebt Security, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note Debt Security is registered as the absolute owner of such Note Debt Security for the purpose of receiving payment of principal of of, premium, if any, and interest on such Notes Debt Securities, payment of the redemption price of the Debt Securities and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7viii) The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof2.02. (8) ix) All certifications, certificates, Opinions of Counsel certifications and Opinions of Outside Counsel certificates required to be submitted to the Registrar pursuant to this Section 2.06 2.07 to effect a registration of transfer or exchange may be submitted by facsimile, with an original of such document to be sent promptly thereafter.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers Company will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2ii) No service charge will be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3) [Reserved.] (4iii) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenturehereunder, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5iv) Neither the Registrar nor the Issuers Company will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6v) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7vi) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) vii) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimilefacsimile or e-mail transmission.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2ii) The Registrar and the Trustee may require a Holder to furnish appropriate endorsements and transfer documents in connection with a transfer of Notes. (iii) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any Holders shall pay all taxes due on transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.07, 2.10, 3.06, 3.09, 4.10, 4.15 4.14 and 9.05 9.04 hereof). (3iv) [ReservedNeither the Registrar nor the Issuers shall be required to register the transfer of or exchange any Note selected for redemption.] (4v) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5vi) Neither the Registrar nor the The Issuers will shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during Note for a period beginning at the opening of business 15 days before the day transmission of any selection a notice of redemption of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; to be redeemed, (B) to register the transfer of or to exchange any Note selected for redemption in whole or in partredemption, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date Record Date and the next succeeding interest payment dateInterest Payment Date or (D) to register the transfer of or to exchange any Notes selected for redemption or tendered (and not withdrawn) for repurchase in connection with a Change of Control Offer or an Asset Sale Offer. (6vii) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of (and premium, if any) and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (7viii) The Upon surrender for registration of transfer of any Note at the office or agency of the Issuers designated pursuant to Section 4.02 hereof, the Issuers shall execute, and the Trustee will shall authenticate and mail, in the name of the designated transferee or transferees, one or more replacement Notes of any authorized denomination or denominations of a like aggregate principal amount. (ix) At the option of the Holder, Notes may be exchanged for other Notes of any authorized denomination or denominations of a like aggregate principal amount upon surrender of the Notes to be exchanged at such office or agency. Whenever any Global Notes or Definitive Notes are so surrendered for exchange, the Issuers shall execute, and the Trustee shall authenticate and mail, the replacement Global Notes and Definitive Notes for original issue which the Holder making the exchange is entitled to in accordance with the provisions of Section 2.02 hereof. (8) x) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted electronically. (xi) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depositary Participants or beneficial owners of interests in any Global Notes) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by facsimilethe terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (xii) Neither the Trustee nor any Agent shall have any responsibility or liability for any actions taken or not taken by the Depositary.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and and, upon receipt of an Authentication Order in accordance with Section 2.02, the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order the Company’s order or at the Registrar’s request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.102.07, 3.06, 3.094.14, 4.10, 4.15 4.21 and 9.05 hereof). (3) [Reserved.] (4iii) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5iv) Neither the Registrar nor the Issuers will Company shall be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or part or (C) to register the transfer of or to exchange a Note between a record date Regular Record Date and the next succeeding interest payment dateInterest Payment Date. (6v) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7vi) The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) vii) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel certifications required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. (viii) The Trustee is hereby authorized to enter into a letter of representation with the Depositary in the form provided by the Company and to act in accordance with such letter.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate or cause to be authenticated Global Notes Securities and Definitive Notes Securities upon receipt of a Company Order the Company’s order or at the Registrar’s request. (2) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note Security or to a Holder of a Definitive Note Security for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge or other fee required by law and payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 8.05 and 9.05 hereof10.06). (3) [Reserved.] (4) All Global Notes Securities and Definitive Notes Securities issued upon any registration of transfer or exchange of Global Notes Securities or Definitive Notes will Securities shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes Securities or Definitive Notes Securities surrendered upon such registration of transfer or exchange. (4) The Registrar will not be required to register the transfer of or exchange of any Security selected for redemption in whole or in part, except the unredeemed portion of any Security being redeemed in part. (5) Neither None of the Company, the Trustee or the Registrar nor the Issuers will shall be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes Securities during a period beginning at the opening of business 15 days before the day of any selection sending of Notes for a notice of redemption under Section 3.02 hereof 10.03 and ending at the close of business on the day of selection; such day, (B) to register the transfer of or to exchange any Note Securities so selected for redemption in whole or in part, except the unredeemed portion of any Note Security being redeemed in part; or part or (C) to register the transfer of or to exchange a Note Security between a the record date and the next succeeding interest payment date. (6) Prior to the due presentment presentation for the registration of a transfer of any NoteSecurity, the Company, the Guarantors, the Trustee, any the Paying Agent and or the Issuers Registrar may deem and treat the Person in whose name any Note a Security is registered as the absolute owner of such Note Security for the purpose of receiving any payment of principal of and interest on such Notes Security and for all other purposespurposes whatsoever, whether or not such Security is overdue, and none of the Company, the Guarantors, the Trustee, any the Paying Agent or the Issuers Registrar shall be affected by notice to the contrary. (7) The Trustee will shall authenticate or cause to be authenticated Global Notes Securities and Definitive Notes for original issue Securities upon receipt of a written order of the Company signed by one of its Officers and in accordance with the other provisions of Section 2.02 hereofto the extent applicable. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. (9) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Global Security or Definitive Security other than to require delivery of such certificates and other documentation or evidence as is expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to conformity with the express requirements hereof. The Trustee may rely and shall be fully protected in relying upon information furnished by the Depositary with respect to its members, participants and any beneficial owners. (10) Neither the Trustee nor any Agent shall have any responsibility or liability for any actions taken or not taken by the Depositary. Each Holder agrees to indemnify the Company and the Trustee against any liability that may result from the transfer, exchange or assignment of such Holder’s Security in violation of any provision of this Indenture and/or applicable United States Federal or state securities law. (11) The transferor of any Security shall provide or cause to be provided to the Trustee all information reasonably necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation any cost basis reporting obligations under Section 6045 of the Code. The Trustee may rely on information provided to it and shall have no responsibility to verify or ensure the accuracy of such information. In connection with any proposed exchange of a Definitive Security for a Global Security, the Company or the Depositary shall be required to provide or cause to be provided to the Trustee all information reasonably necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation any cost basis reporting obligations under Section 6045 of the Code. The Trustee may rely on information provided to it and shall have no responsibility to verify or ensure the accuracy of such information.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee or its Authenticating Agent will authenticate Global Notes and Definitive Registered Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made by the Issuers or the Registrar to a Holder of a beneficial interest Book-Entry Interest in a Global Note, a Holder of a Global Note or to a Holder of a Definitive Registered Note for any registration of transfer or exchange, but the Issuers and the Trustee may require payment of a sum sufficient to cover any transfer stamp duty, stamp duty reserve, documentary or other similar tax or similar governmental charge payable that may be imposed in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.094.03, 4.10, 4.15 4.08 and 9.05 9.04 hereof). (3) [ReservedNo Transfer Agent or Registrar will be required to register the transfer of or exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part.] (4) All Global Notes and Definitive Registered Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Registered Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Registered Notes surrendered upon such registration of transfer or exchange. (5) Neither Except as may be separately agreed by the Registrar nor Issuers, the Issuers will shall not be required: (A) to issue, required to register the transfer into its register kept at its registered office of or to exchange, any Notes during Definitive Registered Notes: (A) for a period beginning at of 15 calendar days prior to any date fixed for the opening redemption of business the Notes under Section 3.03 hereof; (B) for a period of 15 calendar days before immediately prior to the day of any date fixed for selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being be redeemed in part; or (C) for a period of 15 calendar days prior to register the transfer of or to exchange a Note between a record date and the next succeeding with respect to any interest payment date; or (D) which the Holder has tendered (and not withdrawn) for repurchase in connection with a Change of Control Offer or an Asset Disposition Offer. Any such transfer will be made without charge to the Holder, other than any taxes, duties and governmental charges payable in connection with such transfer. (6) Prior to due presentment for the registration of a transfer of any Note, the The Trustee, any Agent and the Issuers may shall deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of (and premium, if any) or interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Issuer shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Issuer, the Trustee or the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted initially by facsimilefacsimile with originals to be delivered promptly thereafter to the Trustee.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Issuer will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Issuer may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 4.14 and 9.05 hereof). (3) [Reserved].] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers Issuer will be required: (A) to issue, to register the transfer of of, or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment dateInterest Payment Date. (6) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and (subject to the record date provisions of the Notes) interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Issuer shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimileelectronic means. (9) None of the Issuer, the Trustee, the Notes Collateral Agent or any Agent shall have any obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Participants, Indirect Participants, members or Beneficial Owners in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by, the terms of this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (10) None of the Trustee, the Notes Collateral Agent or any Agent shall have any responsibility for any actions taken or not taken by the Depositary.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer or exchange tax or similar governmental charge payable in connection therewith (other than any such transfer or exchange taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 9.04 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Issuer shall execute and the Trustee will shall authenticate Global Notes and Definitive certificated Notes upon receipt of a Company an Authentication Order in accordance with Section 2.2 or at the Registrar’s request. (2) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Issuer may require payment of a sum sufficient to cover any stamp or transfer tax or similar governmental charge payable in connection therewith (other than any such stamp or transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections Section 2.7, Section 2.10, 3.06Section 3.6, 3.09, Section 4.10, 4.15 and 9.05 hereofSection 4.13 or Section 9.4). (3) [Reserved.] (4) All Global Notes and Definitive certificated Notes issued upon any registration of transfer or exchange of Global Notes or Definitive certificated Notes will shall be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes (or Definitive interests therein) or certificated Notes surrendered upon such registration of transfer or exchange. (54) Neither the The Registrar nor the Issuers will be required: is not required (A) to issue, to register the transfer of or to exchange, any exchange Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 3.2 hereof and ending at the close of business on the day of such selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or , or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent Agent, or the Issuers Issuer shall be affected by notice to the contrary. (76) The Trustee will shall authenticate Global Notes and Definitive certificated Notes for original issue in accordance with the provisions of Section 2.02 2.2. Except as provided in Section 2.6(b), neither the Trustee nor the Registrar shall authenticate or deliver any certificated Note in exchange for a Global Note. (7) Each Holder agrees to indemnify the Issuer and the Trustee against any liability that may result from the transfer, exchange or assignment of such ▇▇▇▇▇▇’s Note in violation of any provision of this Indenture and/or applicable United States federal or state securities law. (8) Neither the Trustee nor any Agent shall have any obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (8) All certifications, certificates, Opinions 9) The transferor of Counsel and Opinions of Outside Counsel required any Note held in certificated form shall provide or cause to be submitted provided to the Registrar pursuant Trustee all information necessary to this allow the Trustee to comply with any applicable tax reporting obligations, including without limitation any cost basis reporting obligations under Section 2.06 6045 of the Internal Revenue Code of 1986, as amended. The Trustee may rely on information provided to effect a registration it and shall have no responsibility to verify or ensure the accuracy of transfer or exchange may be submitted by facsimilesuch information.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive Certificated Notes upon receipt by the Trustee of a written order by the Company Order or at signed by one Officer of the Registrar’s requestCompany in accordance with Section 2.2. (2) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any stamp or transfer tax or similar governmental charge payable in connection therewith (other than any such stamp or transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.2, 2.10, 3.06, 3.093.7, 4.10, 4.15 4.14 and 9.05 hereof9.5 hereto). (3) [Reserved.] (4) All Global Notes and Definitive Certificated Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Certificated Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Certificated Notes surrendered upon such registration of transfer or exchange. (54) Neither the The Registrar nor the Issuers will shall not be required: required (A) to issue, to register the transfer of or to exchange, any exchange Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 3.2 hereof and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or , or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of of, premium, if any, and interest and Additional Interest, if any, on such Notes and for all other purposes, and none of neither the Trustee, any Agent or nor the Issuers Company shall be affected by notice to the contrary. (76) The Trustee will shall authenticate Global Notes and Definitive Certificated Notes for original issue in accordance with the provisions of Section 2.02 2.2 hereof. Except as provided in Section 2.6(b), neither the Trustee nor the Registrar shall authenticate or deliver any Certificated Note in exchange for a Global Note. (7) Each Holder agrees to provide reasonable indemnity to the Company and the Trustee against any liability that may result from the transfer, exchange or assignment of such Holder’s Note in violation of any provision of this Indenture and/or applicable United States federal or state securities law. (8) All certificationsThe Trustee shall have no obligation or duty to monitor, certificatesdetermine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Agent Members or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, Opinions of Counsel and Opinions of Outside Counsel to do so if and when expressly required by the terms of, this Indenture, and to be submitted examine the same to determine substantial compliance as to form with the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimileexpress requirements hereof.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive Certificated Notes upon receipt of a Company Order or at the Registrar’s requestrequest or upon the Company’s order. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any stamp or transfer tax or similar governmental charge payable in connection therewith (other than any such stamp or transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.2, 2.10, 3.06, 3.093.6, 4.10, 4.15 4.13 and 9.05 hereof9.5). (3) [Reserved.] (4iii) All Global Notes and Definitive Certificated Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Certificated Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Certificated Notes surrendered upon such registration of transfer or exchange. (5iv) Neither the The Registrar nor the Issuers will shall not be required: required (A) to issue, to register the transfer of or to exchange, any exchange Notes during a period beginning at the opening of business 15 fifteen (15) days before the day of any selection of Notes for redemption under Section 3.02 hereof 3.2 and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or , or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6v) [Reserved]. (vi) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of neither the Trustee, any Agent or nor the Issuers Company shall be affected by notice to the contrary. (7vii) The Trustee will shall authenticate Global Notes and Definitive Certificated Notes for original issue in accordance with the provisions of Section 2.02 hereof2.2. Except as provided in Section 2.6(b), neither the Trustee nor the Registrar shall authenticate or deliver any Certificated Note in exchange for a Global Note. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required viii) Each Holder agrees to be submitted provide reasonable indemnity to the Registrar pursuant Company and the Trustee against any liability that may result from the transfer, exchange or assignment of such Holder’s Note in violation of any provision of this Indenture and/or applicable United States federal or state securities law. (ix) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Section 2.06 Indenture or under applicable law with respect to effect a registration any transfer of transfer any interest in any Note (including any transfers between or exchange may be submitted among Agent Members or Beneficial Owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by facsimilethe terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s requestCompany's order. (2ii) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.102.11, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3iii) [ReservedThe Registrar shall not be required to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part.] (4iv) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5v) Neither the The Registrar nor the Issuers will shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; selection or (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6vi) Prior to due presentment for the registration of a transfer of any Note, the The Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7vii) The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 2.03 hereof. (8) viii) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 2.07 to effect a registration of transfer or exchange may be submitted by facsimile. (ix) The Trustee is hereby authorized and directed to enter into a letter of representations with the Depositary in the form provided by the Company and to act in accordance with such letter. (x) Subject to compliance with any applicable additional requirements contained in this Article, when a Note is presented to the Registrar with a request to register a transfer thereof or to exchange such Note for an equal principal amount of Notes of other authorized denominations, the Registrar shall register the transfer or make the exchange as requested; provided, however, that every Note presented or surrendered for registration of transfer or exchange shall be duly endorsed or accompanied by an assignment form and, if applicable, a transfer certificate, each in the form included in Exhibit A attached hereto and in form satisfactory to the Registrar and each duly executed by the Holder thereof or its attorney duly authorized in writing. To permit registration of transfers and exchanges, upon surrender of any Note for registration of transfer or exchange at an office or agency maintained for such purpose pursuant to Section 2.04, the Company shall execute, and the Trustee shall authenticate, Notes of a like aggregate principal amount at maturity at the Registrar's request. (xi) Any Registrar appointed pursuant to Section 2.04 shall provide to the Trustee such information as the Trustee may reasonably require in connection with the delivery by such Registrar of Notes upon transfer or exchange of Notes. (xii) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Participants or other beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (xiii) None of the Company, the Trustee or any Paying Agent shall have any responsibility or liability for any aspect of the records relating to, or payments made on account of or transfers of, beneficial ownership interests in a Global Note or for maintaining, supervising or reviewing any records relating to such beneficial ownership interests. (xiv) None of the Company, the Trustee or the Registrar shall have any liability for any acts or omissions of the Depositary, for any Depositary records of beneficial interests, for any transaction between the Depositary or any Participant and/or beneficial owners, for any transfers of beneficial interests in the Notes, or in respect of any transfers effected by the Depositary or by any Participant or any beneficial owner of any interest in any Notes held through any such Participant.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order the Company's order or at the Registrar’s 's request. (2ii) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3iii) [ReservedThe Registrar shall not be required to register the transfer of or exchange any Note selected for redemption in whole.] (4iv) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5v) Neither the Registrar nor the Issuers will The Company shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or part or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment dateInterest Payment Date. (6vi) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7vii) The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Company will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers Company will be required: (Aa) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (Bb) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (Cc) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive Certificated Notes upon receipt of a Company Order or at the Registrar’s requestrequest or upon the Company’s order. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any stamp or transfer tax or similar governmental charge payable in connection therewith (other than any such stamp or transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.2, 2.10, 3.06, 3.093.6, 4.10, 4.15 4.13 and 9.05 hereof9.5 hereto). (3) [Reserved.] (4iii) All Global Notes and Definitive Certificated Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Certificated Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Certificated Notes surrendered upon such registration of transfer or exchange. (5iv) Neither the The Registrar nor the Issuers will shall not be required: required (A) to issue, to register the transfer of or to exchange, any exchange Notes during a period beginning at the opening of business 15 fifteen (15) days before the day of any selection of Notes for redemption under Section 3.02 3.2 hereof and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or , or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6v) [Reserved]. (vi) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of neither the Trustee, any Agent or nor the Issuers Company shall be affected by notice to the contrary. (7vii) The Trustee will shall authenticate Global Notes and Definitive Certificated Notes for original issue in accordance with the provisions of Section 2.02 2.2 hereof. Except as provided in Section 2.6(b), neither the Trustee nor the Registrar shall authenticate or deliver any Certificated Note in exchange for a Global Note. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required viii) Each Holder agrees to be submitted provide reasonable indemnity to the Registrar pursuant Company and the Trustee against any liability that may result from the transfer, exchange or assignment of such Holder’s Note in violation of any provision of this Indenture and/or applicable United States federal or state securities law. (ix) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Section 2.06 Indenture or under applicable law with respect to effect a registration any transfer of transfer any interest in any Note (including any transfers between or exchange may be submitted among Agent Members or Beneficial Owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by facsimilethe terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s request. (2) Company's order. No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3) [Reserved.] (4) . The Registrar shall not be required to register the transfer of or exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part. All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will . The Company shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection mailing of Notes for a notice of redemption under Section 3.02 3.03 hereof and ending at the close of business on the day of selection; mailing, (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or part or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6) Interest Payment Date. Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7) . The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) . All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, subject to this Section 2.06, the Issuers will Company shall execute and and, upon the written order of the Company signed by an Officer of the Company, the Trustee will shall authenticate Definitive Notes and Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.093.07, 4.10, 4.15 and 9.05 hereof). (3iii) [ReservedNotwithstanding any other provision of this Section 2.06, after the applicable Resale Restriction Termination Date, beneficial interests in a Restricted Global Note and any Restricted Definitive Note may be transferred or exchanged without compliance with any of the certification requirements of this Section 2.06.] (4iv) All Global Definitive Notes and Definitive Global Notes issued upon any registration of transfer or exchange of Definitive Notes or Global Notes or Definitive Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Definitive Notes or Definitive Global Notes surrendered upon such registration of transfer or exchange. (5v) Neither The Company and the Registrar nor the Issuers will shall not be required: (A) to issue, to register the transfer of or to exchange, any exchange Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment dateother than in minimum amounts of $2,000 or multiple integrals of $1,000. (6vi) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of of, premium, if any, and interest on such Notes and for all other purposesNote, and none of neither the Trustee, any Agent or nor the Issuers Company shall be affected by notice to the contrary. (7vii) The Trustee will shall authenticate Definitive Notes and Global Notes and Definitive Notes for original issue in accordance with the provisions of Section Sections 2.02 and 2.06(h)(i) hereof. (8) All certificationsviii) The Trustee shall have no obligation or duty to monitor, certificatesdetermine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Direct or Indirect Participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, Opinions of Counsel and Opinions of Outside Counsel to do so if and when expressly required by the terms of, this Indenture, and to be submitted examine the same to determine substantial compliance as to form with the Registrar pursuant to this Section 2.06 to effect a registration of transfer express requirements hereof. (ix) Neither the Trustee nor any Agent shall have any responsibility or exchange may be submitted liability for any actions taken or not taken by facsimilethe Depository.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Issuer shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.2 hereof or at the Registrar’s request. (2ii) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Issuer may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.7, 2.10, 3.063.7, 3.094.15, 4.10, 4.15 4.16 and 9.05 9.5 hereof). (3iii) [ReservedNeither the Registrar nor the Issuer shall be required to register the transfer of or exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part.] (4iv) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5v) Neither the Registrar nor the Issuers will The Issuer shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 3.2 hereof and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or part or (C) to register the transfer of or to exchange a Note between a record date Record Date and the next succeeding interest payment dateInterest Payment Date. (6vi) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of (and premium, if any), Liquidated Damages, if any, and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Issuer shall be affected by notice to the contrary. (7vii) The Upon surrender for registration of transfer of any Note at the office or agency of the Issuer designated pursuant to Section 4.2 hereof, the Issuer shall execute, and the Trustee will shall authenticate and mail, in the name of the designated transferee or transferees, one or more replacement Notes of any authorized denomination or denominations of a like aggregate principal amount. (viii) At the option of the Holder, Notes may be exchanged for other Notes of any authorized denomination or denominations of a like aggregate principal amount upon surrender of the Notes to be exchanged at such office or agency. Whenever any Global Notes or Definitive Notes are so surrendered for exchange, the Issuer shall execute, and the Trustee shall authenticate and mail, the replacement Global Notes and Definitive Notes for original issue which the Holder making the exchange is entitled to in accordance with the provisions of Section 2.02 2.2 hereof. (8) ix) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 2.6 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order the Company's order or at the Registrar’s 's request. (2ii) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof9.05). (3iii) [ReservedThe Registrar shall not be required (A) to register the transfer of or to exchange any Notes during a period beginning at the opening of business 15 days before the day of the mailing of notice of redemption under Section 3.03 and ending at the close of business on such day, or (B) to register the transfer of or exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part.] (4iv) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5v) Neither the Registrar nor the Issuers will The Company shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection the mailing of Notes for notice of redemption under Section 3.02 hereof 3.03 and ending at the close of business on the day of selection; such day, or (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6vi) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7vii) The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof2.02. (8) viii) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 or at the Registrar’s request. (2ii) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company and Trustee may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.094.07, 4.10, 4.15 4.09 and 9.05 hereof9.04). (3) [Reserved.] (4iii) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5iv) Neither the Registrar nor the Issuers will Company shall be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection mailing of notice of redemption of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; such mailing, (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or , or (C) to register the transfer of or to exchange a Note between a record date Record Date and the next succeeding interest payment dateInterest Payment Date. (6v) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of (and premium, if any) and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7vi) The Upon surrender for registration of transfer of any Note at the office or agency of the Company designated pursuant to Section 2.03, the Company shall execute, and the Trustee will shall, upon receipt of an Authentication Order, authenticate and mail, in the name of the designated transferee or transferees, one or more replacement Notes of any authorized denomination or denominations of a like aggregate principal amount. (vii) At the option of the Holder, Notes may be exchanged for other Notes of any authorized denomination or denominations of a like aggregate principal amount upon surrender of the Notes to be exchanged at such office or agency. Whenever any Global Notes or Definitive Notes are so surrendered for exchange, the Company shall execute, and the Trustee shall, upon receipt of an Authentication Order, authenticate and mail, the replacement Global Notes and Definitive Notes for original issue which the Holder making the exchange is entitled to in accordance with the provisions of Section 2.02 hereof2.06. (8) viii) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. (ix) The Trustee, Registrar and Paying Agent shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including transfers between or among Depositary participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (x) The Trustee shall not have any responsibility or obligation to any beneficial owner of a Global Note, a member of, or a participant in, the Depositary or other Person with respect to the accuracy of the records of the Depositary or its nominee or of any participant or member thereof, with respect to any ownership interest in the Notes or with respect to the delivery to any participant, member, beneficial owner, or other Person (other than the Depositary) of any notice (including any notice of redemption or purchase) or the payment of any amount or delivery of any Notes (or other security or property) under or with respect to such Notes. All notices and communications to be given to the Holders and all payments to be made to Holders in respect of the Notes shall be given or made only to or upon the order of the registered Holders. The rights of beneficial owners in any Global Note shall be exercised only through the applicable clearing system subject to the Applicable Procedures. The Trustee may rely and shall be fully protected in relying upon information furnished by the Depositary with respect to its members, participants, and any beneficial owners. Neither the Trustee nor any of its agents shall have any responsibility for any actions taken or not taken by DTC.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, subject to this Section 2.08, the Issuers will Company shall execute and and, upon the written order of the Company signed by an Officer of the Company, the Trustee will shall authenticate Definitive Notes and Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.093.07, 4.10, 4.15 and 9.05 hereof). (3iii) [ReservedNotwithstanding any other provision of this Section 2.08, prior to the expiration of the Distribution Compliance Period, beneficial interests in Regulation S Global Notes may be held only through Euroclear or Clearstream, unless transferred to a Person that takes delivery through a Rule 144A Global Note or IAI Global Note in accordance with Section 2.08(a)(ii) hereof.] (4iv) All Global Definitive Notes and Definitive Global Notes issued upon any registration of transfer or exchange of Definitive Notes or Global Notes or Definitive Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Definitive Notes or Definitive Global Notes surrendered upon such registration of transfer or exchange. (5v) Neither The Company and the Registrar nor the Issuers will shall not be required: (A) to issue, to register the transfer of or to exchange, any exchange Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and whose amount does not satisfy the next succeeding interest payment datePermitted Denominations. (6vi) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of of, premium, if any, Additional Amounts, if any, and interest interest, on such Notes and for all other purposesNotes, and none of neither the Trustee, any Agent or nor the Issuers Company shall be affected by notice to the contrary. (7vii) The Trustee will shall authenticate Definitive Notes and Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and and, upon receipt of an Authentication Order in accordance with Section 2.02, the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order the Issuers’ order or at the Registrar’s request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.094.12, 4.10, 4.15 4.16 and 9.05 hereof). (3) [Reserved.] (4iii) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5iv) In connection with any proposed transfer or exchange of Global Notes or Definitive Notes, there shall be provided to the Trustee all information necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation any cost basis reporting obligations under Section 6045 of the Code. The Trustee may rely on the information provided to it and shall have no responsibility to verify or ensure the accuracy of such information. (v) Neither the Registrar nor the Issuers will shall be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or part or (C) to register the transfer of or to exchange a Note between a record date Regular Record Date and the next succeeding interest payment dateInterest Payment Date. (6vi) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (7vii) The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) viii) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimilefacsimile or portable document format. (ix) The Trustee is hereby authorized to enter into a letter of representation with the Depositary in the form provided by the Issuers and to act in accordance with such letter. (x) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Issuer shall execute and the Trustee will shall authenticate Global Notes and Definitive Certificated Notes upon receipt of a Company Order or at the Registrar’s request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Issuer may require payment of a sum sufficient to cover any stamp or transfer tax or similar governmental charge payable in connection therewith (other than any such stamp or transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.103.6, 3.06, 3.09, 4.10, 4.15 4.8 and 9.05 hereof9.5 hereto). (3) [Reserved.] (4iii) All Global Notes and Definitive Certificated Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Certificated Notes will shall be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Certificated Notes surrendered upon such registration of transfer or exchange. (5iv) Neither the The Registrar nor the Issuers will shall not be required: required (A) to issue, to register the transfer of or to exchange, any exchange Notes of either Series during a period beginning at the opening of business 15 fifteen (15) days before the day of any selection of Notes of such Series for redemption under Section 3.02 3.2 hereof and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or , or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6v) [Reserved]. (vi) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of neither the Trustee, any Agent or nor the Issuers Issuer shall be affected by notice to the contrary. (7vii) The Trustee will shall authenticate Global Notes and Definitive Certificated Notes for original issue in accordance with the provisions of Section 2.02 2.2 hereof. Except as provided in Section 2.6(b), neither the Trustee nor the Registrar shall authenticate or deliver any Certificated Note in exchange for a Global Note. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required viii) Each Holder agrees to be submitted provide reasonable indemnity to the Registrar pursuant Issuer and the Trustee against any liability that may result from the transfer, exchange or assignment of such Holder’s Note in violation of any provision of this Indenture and/or applicable United States federal or state securities law. (ix) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Section 2.06 Indenture or under applicable law with respect to effect a registration any transfer of transfer any interest in any Note (including any transfers between or exchange may be submitted among Agent Members or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by facsimilethe terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimilefacsimile or electronic image scan. (8) Neither the Trustee nor any agent of the Trustee shall have any responsibility for any actions taken or not taken by the Depositary. The Trustee may treat and consider the person in whose name each Note is registered in the registration books as the Holder and absolute owner of such Note for all purposes whatsoever. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among members or beneficial owners in any Global Notes) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by, the terms of this Indenture.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Issuer will execute and the Trustee or an Authenticating Agent will authenticate Global Notes and Definitive Registered Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made by the Issuer, the Transfer Agent or the Registrar to a Holder of a beneficial interest Book-Entry Interest in a Global Note, a Holder of a Global Note or to a Holder of a Definitive Registered Note for any registration of transfer or exchange, but the Issuers Issuer may require payment of a sum sufficient to cover any transfer stamp duty, stamp duty reserve, documentary or other similar tax or similar governmental charge payable that may be imposed in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 4.07 and 9.05 4.10 hereof). (3) [ReservedNo Transfer Agent or Registrar will be required to register the transfer of or exchange of any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part.] (4) All Global Notes and Definitive Registered Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Registered Notes will be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Registered Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will Issuer shall be required: (A) to issue, required to register the transfer into its register kept at its registered office of or to exchange, any Notes during Definitive Registered Notes: (A) for a period beginning at of 15 calendar days prior to any date fixed for the opening redemption of business 15 days before the day of any selection of such Notes for redemption under pursuant to Section 3.02 hereof and ending at the close of business on the day of selection; 3.02; (B) for a period of 15 calendar days immediately prior to register the transfer date fixed for selection of or such Notes to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being be redeemed in part; or (C) for a period of 15 calendar days prior to register the record date with respect to any Interest Payment Date applicable to such Notes; or (D) which the Holder has tendered (and not validly withdrawn) for repurchase in connection with a Change of Control Offer or an Available Cash Offer. Any such transfer will be made without charge to the Holder, other than any taxes, duties and governmental charges payable in connection with such transfer. The Issuer, the Trustee, the Registrar, the Transfer Agent and the Paying Agent will be entitled to treat the Holder of or to exchange a Note between a record date and as the next succeeding interest payment dateowner of it for all purposes. (6) Prior to due presentment for the registration of a transfer of any Note, the The Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Issuer shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Issuer, the Trustee or the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted initially by facsimilefacsimile with originals to be delivered as soon as practicable thereafter to the Trustee.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Issuer shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2ii) The Registrar and the Trustee may require a Holder to furnish appropriate endorsements and transfer documents in connection with a transfer of Notes. (iii) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any Holders shall pay all taxes due on transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.07, 2.10, 3.06, 3.09, 4.104.11, 4.15 4.15, and 9.05 9.04 hereof). (3iv) [ReservedNeither the Registrar nor the Issuer shall be required to register the transfer of or exchange any Note selected for redemption.] (4v) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5vi) Neither the Registrar nor the Issuers will The Issuer shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during Note for a period beginning at the opening of business 15 30 days before the day mailing of any selection a notice of redemption of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; to be redeemed, (B) to register the transfer of or to exchange any Note selected for redemption in whole or in partredemption, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date Record Date and the next succeeding interest payment dateInterest Payment Date or (D) to register the transfer of or to exchange any Notes selected for redemption or tendered (and not withdrawn) for repurchase in connection with a Change of Control Offer or an Asset Sale Offer. (6vii) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of (and premium, if any) and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Issuer shall be affected by notice to the contrary. (7viii) The Upon surrender for registration of transfer of any Note at the office or agency of the Issuer designated pursuant to Section 4.02 hereof, the Issuer shall execute, and the Trustee will shall authenticate and mail, in the name of the designated transferee or transferees, one or more replacement Notes of any authorized denomination or denominations of a like aggregate principal amount. (ix) At the option of the Holder, Notes may be exchanged for other Notes of any authorized denomination or denominations of a like aggregate principal amount upon surrender of the Notes to be exchanged at such office or agency. Whenever any Global Notes or Definitive Notes are so surrendered for exchange, the Issuer shall execute, and the Trustee shall authenticate and mail, the replacement Global Notes and Definitive Notes for original issue which the Holder making the exchange is entitled to in accordance with the provisions of Section 2.02 hereof. (8) x) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. (xi) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depositary Participants or beneficial owners of interests in any Global Notes) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (xii) Neither the Trustee nor any Agent shall have any responsibility or liability for any actions taken or not taken by the Depositary.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate or cause to be authenticated Global Notes Securities and Definitive Notes Securities upon receipt of a Company Order the Company’s order or at the Registrar’s request. (2) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note Security or to a Holder of a Definitive Note Security for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge or other fee required by law and payable in connection therewith (other than any such transfer taxes or similar governmental charge or other fee payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 8.05 and 9.05 hereof10.06). (3) [Reserved.] (4) All Global Notes Securities and Definitive Notes Securities issued upon any registration of transfer or exchange of Global Notes Securities or Definitive Notes will Securities shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes Securities or Definitive Notes Securities surrendered upon such registration of transfer or exchange. (54) Neither None of the Company, the Trustee or the Registrar nor the Issuers will shall be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes Securities during a period beginning at the opening of business 15 days before the day of any selection sending of Notes for a notice of redemption under Section 3.02 hereof 10.03 and ending at the close of business on the such day of selection; or (B) to register the transfer of or to exchange any Note Securities so selected for redemption in whole or in part, except the unredeemed portion of any Note Security being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to the due presentment presentation for the registration of a transfer of any NoteSecurity, the Company, the Guarantors, the Trustee, any the Paying Agent and or the Issuers Registrar may deem and treat the Person in whose name any Note a Security is registered as the absolute owner of such Note Security for the purpose of receiving any payment of principal of and interest on such Notes Security and for all other purposespurposes whatsoever, whether or not such Security is overdue, and none of the Company, the Guarantors, the Trustee, any the Paying Agent or the Issuers Registrar shall be affected by notice to the contrary. (76) The Trustee will shall authenticate or cause to be authenticated Global Notes Securities and Definitive Notes for original issue Securities upon receipt of a written order of the Company signed by one of its Officers and in accordance with the other provisions of Section 2.02 hereofto the extent applicable. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. (8) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Global Security or Definitive Security other than to require delivery of such certificates and other documentation or evidence as is expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to conformity with the express requirements hereof. (9) Neither the Trustee nor any Agent shall have any responsibility for any actions taken or not taken by the Depositary.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with ‎Section 2.02 hereof or at the Registrar’s request. (2ii) The Registrar and the Trustee may require a Holder to furnish appropriate endorsements and transfer documents in connection with a transfer of Notes. (iii) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any Holders shall pay all taxes due on transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10‎Sections 2.07, 3.06‎2.10, 3.09‎3.06, ‎3.09, 4.10, 4.15 ‎4.14 and 9.05 ‎9.04 hereof). (3iv) [ReservedNeither the Registrar nor the Issuers shall be required to register the transfer of or exchange any Note selected for redemption.] (4v) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5vi) Neither the Registrar nor the The Issuers will shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during Note for a period beginning at the opening of business 15 days before the day transmission of any selection a notice of redemption of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; to be redeemed, (B) to register the transfer of or to exchange any Note selected for redemption in whole or in partredemption, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date Record Date and the next succeeding interest payment dateInterest Payment Date or (D) to register the transfer of or to exchange any Notes selected for redemption or tendered (and not withdrawn) for repurchase in connection with a Change of Control Offer or an Asset Sale Offer. (6vii) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of (and premium, if any) and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (7viii) The Upon surrender for registration of transfer of any Note at the office or agency of the Issuers designated pursuant to ‎Section 4.02 hereof, the Issuers shall execute, and the Trustee will shall authenticate and mail, in the name of the designated transferee or transferees, one or more replacement Notes of any authorized denomination or denominations of a like aggregate principal amount. (ix) At the option of the Holder, Notes may be exchanged for other Notes of any authorized denomination or denominations of a like aggregate principal amount upon surrender of the Notes to be exchanged at such office or agency. Whenever any Global Notes or Definitive Notes are so surrendered for exchange, the Issuers shall execute, and the Trustee shall authenticate and mail, the replacement Global Notes and Definitive Notes for original issue which the Holder making the exchange is entitled to in accordance with the provisions of Section ‎Section 2.02 hereof. (8) x) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section ‎Section 2.06 to effect a registration of transfer or exchange may be submitted electronically. (xi) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depositary Participants or beneficial owners of interests in any Global Notes) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by facsimilethe terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (xii) Neither the Trustee nor any Agent shall have any responsibility or liability for any actions taken or not taken by the Depositary.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Company will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 4.14 and 9.05 hereof). (3) [Reserved].] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers Company will be required: (A) to issue, to register the transfer of of, or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date.Interest Payment Date, (6) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and (subject to the record date provisions of the Notes) interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. (9) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depositary Participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (10) Neither the Trustee nor any Agent shall have any responsibility for any actions taken or not taken by the Depositary.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Issuer Order in accordance with Section 1.04 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.101.07, 3.06, 3.09, 4.10, 4.15 and 9.05 8.05 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment dateInterest Payment Date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 1.04 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Trustee, Company or Registrar pursuant to this Section 2.06 1.08 to effect a registration of transfer or exchange may be submitted by facsimile. Notwithstanding anything contained herein to the contrary, neither the Trustee nor the Registrar shall be responsible for ascertaining whether any transfer complies with the registration provisions of or exemptions from the Securities Act or applicable state securities laws.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Issuer shall execute and the Trustee will shall authenticate Global Notes and Definitive Certificated Notes upon receipt of a Company Order or at the Registrar’s request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Issuer may require payment of a sum sufficient to cover any stamp or transfer tax or similar governmental charge payable in connection therewith (other than any such stamp or transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.2, 2.10, 3.06, 3.093.6, 4.10, 4.15 4.14 and 9.05 hereof9.5 hereto). (3) [Reserved.] (4iii) All Global Notes and Definitive Certificated Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Certificated Notes will shall be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Certificated Notes surrendered upon such registration of transfer or exchange. (5iv) Neither the Registrar nor the Issuers will The Trustee shall not be required: required (A) to issue, to register the transfer of or to exchange, any exchange Notes during a period beginning at the opening of business 15 fifteen (15) days before the day of any selection mailing of a notice of redemption of Notes for redemption under Section 3.02 3.2 hereof and ending at the close of business on the day of selection; such mailing, (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or , or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6v) [Reserved]. (vi) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of neither the Trustee, any Agent or nor the Issuers Issuer shall be affected by notice to the contrary. (7vii) The Trustee will shall authenticate Global Notes and Definitive Certificated Notes for original issue in accordance with the provisions of Section 2.02 2.2 hereof. Except as provided in Section 2.6(b), neither the Trustee nor the Registrar shall authenticate or deliver any Certificated Note in exchange for a Global Note. (viii) Each Holder agrees to provide satisfactory indemnity to the Issuer and the Trustee against any liability that may result from the transfer, exchange or assignment of such Holder’s Note in violation of any provision of this Indenture and/or applicable United States federal or state securities law. (ix) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Agent Members or Beneficial Owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (8) All certifications, certificates, Opinions x) Affiliates of Counsel and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer Company are prohibited from taking beneficial interest in one or exchange may be submitted by facsimilemore Restricted Global Notes.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will shall execute and the Trustee will shall authenticate Definitive Notes and Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s 's request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.093.07, 4.10, 4.15 and 9.05 hereofhereto). (3iii) [Reserved.]The Registrar shall not be required: (4A) to register the transfer or exchange of any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (B) to register the transfer of or to exchange Notes during a period beginning at the opening of 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of the selection. (iv) All Global Definitive Notes and Definitive Global Notes issued upon any registration of transfer or exchange of Definitive Notes or Global Notes or Definitive Notes will shall be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Definitive Notes or Definitive Global Notes surrendered upon such registration of transfer or exchange. (5v) Neither the Registrar nor the The Issuers will shall not be required: (A) required to issue, to register the transfer of or to exchange, any exchange Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6vi) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent Agent, the Issuers and the Issuers Guarantors may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposesNote, and none of neither the Trustee, any Agent or Agent, the Issuers nor the Guarantors shall be affected by notice to the contrary. (7vii) The Trustee will shall authenticate Definitive Notes and Global Notes and Definitive Notes for original issue in accordance with the provisions upon receipt of Section 2.02 hereofan Officers' Certificate instructing it to do so. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Issuer shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s requestan Issuer Order. (2) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Issuer may require payment of a sum sufficient to cover any transfer tax or similar governmental charge or other fee required by law and payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.102.9, 3.063.6, 3.093.7, 4.10, 4.15 4.7 and 9.05 4.11 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither None of the Issuer, the Trustee or the Registrar nor the Issuers will shall be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 3.2 hereof and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note Notes so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or part or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment dateInterest Payment Date. (65) Prior to the due presentment presentation for the registration of a transfer of any Note, the Issuer, each Guarantor, the Trustee, any the Paying Agent and or the Issuers Registrar may deem and treat the Person in whose name any a Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of principal, interest and interest premium (if any) on such Notes Note and for all other purposespurposes whatsoever, whether or not such Note is overdue, and none of the Issuer, the Trustee, any the Paying Agent or the Issuers Registrar shall be affected by notice to the contrary. (76) The Trustee will shall authenticate Global Notes and Definitive Notes for original issue upon receipt of an Issuer Order and in accordance with the other provisions of Section 2.02 2.2 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 2.6 to effect a registration of transfer or exchange may be submitted by facsimile. (8) None of the Trustee or any Agent shall have any obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depositary participants, members or beneficial owners in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (9) None of the Trustee or any Agent shall have any responsibility or obligation to any beneficial owner of a Global Note, a member of, or a participant in the Depositary or other Person with respect to the accuracy of the records of the Depositary or its nominee or of any participant or member thereof, with respect to any ownership interest in the Notes or with respect to the delivery to any participant, member, beneficial owner or other Person (other than the Depositary) of any notice (including any notice of optional redemption) or the payment of any amount, under or with respect to such Notes.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order the Issuers' order or at the Registrar’s 's request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 4.10 and 9.05 hereof9.5 or Section 5 of the Note). (3iii) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration The Registrar shall not be required to register the transfer of transfer or exchange any Note selected for redemption in whole or in part, except the unredeemed portion of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchangeany Note being redeemed in part. (5iv) Neither The Issuers and the Registrar nor the Issuers will shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof 3.2 or Section 3.7 and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or , (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment datedate or (D) to register the transfer of or to exchange a Note tendered and not withdrawn in connection with a Excess Proceeds Offer or a Change of Control Offer. (6v) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (7vi) The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof2.2. (8) vii) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 2.6 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Definitive Notes and Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s 's request. (2) . All Definitive Notes and Global Notes issued upon any registration of transfer or exchange of Definitive Notes or Global Notes shall be legal, valid and binding obligations of the Company, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Definitive Notes or Global Notes surrendered upon such registration of transfer or exchange. No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or (without transfer to another person) pursuant to Sections 2.10, 3.06, 3.093.7, 4.10, 4.15 4.14 and 9.05 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration 9.5 of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. ). The Company shall not be required to (5i) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, any exchange Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 3.2 hereof and ending at the close of business on the day of selection; ; or (Bii) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or or (Ciii) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6) . Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of neither the Trustee, any Agent or nor the Issuers Company shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Company will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 9.04 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers Company will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimilefacsimile or electronic image scan. (8) The Trustee shall have no responsibility or obligation to any beneficial owner of a Global Note, a member of, or a participant in the Depositary or other Person with respect to the accuracy of the records of the Depositary or its nominee or of any participant or member thereof, with respect to any ownership interest in the Notes or with respect to the delivery to any participant, member, beneficial owner or other Person (other than the Depositary) of any notice (including any notice of optional redemption) or the payment of any amount, under or with respect to such Notes. (9) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depositary participants, members or beneficial owners in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by, the terms of this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (10) The transferor of any Note shall provide or cause to be provided to the Trustee all information necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation any cost basis reporting obligations under Section 6045 of the Code. The Trustee may rely on information provided to it and shall have no responsibility to verify or ensure the accuracy of such information. In connection with any proposed exchange of a certificated Note for a Global Note, the Company or the Depositary shall be required to provide or cause to be provided to the Trustee all information necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation any cost basis reporting obligations under Section 6045 of the Code. The Trustee may rely on information provided to it and shall have no responsibility to verify or ensure the accuracy of such information.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer or exchange tax or similar governmental charge payable in connection therewith (other than any such transfer or exchange taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 9.04 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. (8) Neither the Trustee nor the Registrar shall have any obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Issuer shall execute and the Trustee will shall authenticate Global Notes Securities and Definitive Notes upon receipt of a Company Order or Securities at the Registrar’s request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Issuer may require payment of a sum sufficient to cover any stamp or transfer tax or similar governmental charge payable in connection therewith (other than any such stamp or transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 3.7 and 9.05 hereof9.5 hereto). (3) [Reserved.] (4iii) All Global Notes Securities and Definitive Notes Securities issued upon any registration of transfer or exchange of Global Notes Securities or Definitive Notes will Securities shall be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes Securities or Definitive Notes Securities surrendered upon such registration of transfer or exchange. (5iv) Neither the The Registrar nor the Issuers will shall not be required: required (A1) to issue, to register the transfer of or to exchange, exchange Securities of any Notes series during a period beginning at the opening of business 15 fifteen (15) days before the day of any selection of Notes Securities of such series for redemption under Section 3.02 3.3 hereof and ending at the close of business on the day of selection; , (B2) to register the transfer of or to exchange any Note Security so selected for redemption in whole or in part, except the unredeemed portion of any Note Security being redeemed in part; or , or (C3) to register the transfer of or to exchange a Note Security between a record date and the next succeeding interest payment dateInterest Payment Date. (6v) Prior to due presentment for the registration of a transfer of any NoteSecurity, the Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Note Security is registered as the absolute owner of such Note Security for the purpose of receiving payment of principal of of, premium, if any, and interest on such Notes Securities and for all other purposes, and none of neither the Trustee, any Agent or nor the Issuers Issuer shall be affected by notice to the contrary. (7vi) The Trustee will shall authenticate Global Notes Securities and Definitive Notes for original issue Securities in accordance with the provisions of Section 2.02 2.3 hereof. Except as provided in Section 2.7(b), neither the Trustee nor the Registrar shall authenticate or deliver any Definitive Security in exchange for a Global Security. (8) All certificationsvii) Each Holder, certificatesby its acceptance of a Security, Opinions agrees to indemnify the Issuer, the Guarantors and the Trustee against any liability that may result from the transfer, exchange or assignment of Counsel such Holder’s Security in violation of any provision of this Indenture or applicable United States federal or state or foreign securities law. (viii) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Security (including any transfers between or among Agent Members or beneficial owners of interests in any Global Security) other than to require delivery of such certificates and Opinions of Outside Counsel other documentation or evidence as are expressly required by, and to be submitted do so if and when expressly required by the terms of, this Indenture, and to examine the Registrar pursuant same to this Section 2.06 determine substantial compliance as to effect a registration of transfer or exchange may be submitted by facsimileform with the express requirements hereof.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Company will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 9.04 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers Company will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimilefacsimile or electronic image scan. (8) The Trustee shall have no responsibility or obligation to any Beneficial Owner of a Global Note, a member of, or a participant in the Depositary or any other Person with respect to the accuracy of the records of the Depositary or its nominee or of any participant or member thereof, with respect to any ownership interest in the Notes or with respect to the delivery to any Participant, member, Beneficial Owner or other Person (other than the Depositary) of any notice (including any notice of redemption or repurchase) or the payment of any amount, under or with respect to such Notes. All notices and communications to be given to the Holders and all payments to be made to the Holders under the Notes shall be given or made only to the registered Holders (which shall be the Depositary or its nominee in the case of a Global Note). The rights of Beneficial Owners in any Global Note shall be exercised only through the Depositary subject to the Applicable Procedures of the Depositary. The Trustee may rely and shall be fully protected in relying upon information furnished by the Depositary with respect to its members, Participants and any Beneficial Owners. (9) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Participants, members or Beneficial Owners in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by, the terms of this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Issuer will execute and the Trustee will authenticate Global Notes and Definitive Registered Notes upon receipt of a Company an Authentication Order or at the Registrar’s requestin accordance with Section 2.3 (Execution and Authentication) hereof. (2) No service charge will be made by the Issuer or the Notes Registrar to a Holder of a beneficial interest Book-Entry Interest in a Global Note, a Registered Holder of a Global Note or to a Holder of a Definitive Registered Note for any registration of transfer or exchange, but the Issuers Issuer and the Notes Registrar may require payment of a sum sufficient to cover any transfer taxes, stamp duty, stamp duty reserve, documentary or other similar tax or similar governmental charge payable that may be imposed in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 Section 2.11 (Temporary Notes) or Article 3 (Redemption of Notes) hereof). (3) [ReservedThe Notes Registrar will not be required to register the transfer of or exchange of any Note selected for redemption.] (4) All Global Notes and Definitive Registered Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Registered Notes will be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Definitive Registered Notes surrendered upon such registration of transfer or exchange. (5) All new Global Notes issued pursuant to Section 2.2(b) (Form and Dating – Global Notes) will be the valid obligations of the Issuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment dateissuance. (6) Prior The Notes Registrar shall not be required to due presentment register the transfer into its register kept at its registered office of any Definitive Registered Notes: (A) for a period of 15 days prior to any date fixed for the registration redemption of a transfer of the Notes under Holder, other than any Notetaxes, the duties and governmental charges payable in connection with such transfer. (7) The Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Note is registered Registered Holders as the absolute owner owners of such Note the Notes for the purpose of receiving payment of principal of and interest on such Notes and for all other purposespurposes (it being understood that payments to Holders of Book-Entry Interests shall be made through the Depositary as the Holder of the Global Notes), and none of the Trustee, any Agent or the Issuers Issuer shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certifications and Opinions of Outside Counsel certificates required to be submitted to the Issuer, the Trustee or the Notes Registrar pursuant to this Section 2.06 2.7 to effect a registration of transfer or exchange may be submitted by facsimile. (9) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under Applicable Law with respect to any transfer of any interest in any Note (including any transfers between or among Depositary Participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (10) Neither the Trustee nor any Agent shall have any responsibility or liability for any actions taken or not taken by the Depositary.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Company will execute and the Trustee or authenticating agent will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenturehereunder, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers Company will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Issuer shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 or at the Registrar’s request. (2ii) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Issuer and the Trustee may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.07, 2.10, 3.06, 3.09, 4.10, 4.15 4.14 and 9.05 hereof9.04). (3) [Reserved.] (4iii) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5iv) Neither the Registrar Issuer nor the Issuers will Registrar shall be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; selection or (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6v) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of (and premium, if any) and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Issuer shall be affected by notice to the contrary. (7vi) The Upon surrender for registration of transfer of any Note at the office or agency of the Issuer designated pursuant to Section 4.02, the Issuer shall execute, and the Trustee will shall authenticate and mail, in the name of the designated transferee or transferees, one or more replacement Notes of any authorized denomination or denominations of a like aggregate principal amount. (vii) At the option of the Holder, Notes may be exchanged for other Notes of any authorized denomination or denominations of a like aggregate principal amount upon surrender of the Notes to be exchanged at such office or agency. Whenever any Global Notes or Definitive Notes are so surrendered for exchange, the Issuer shall execute, and the Trustee shall authenticate and mail, the replacement Global Notes and Definitive Notes for original issue which the Holder making the exchange is entitled to in accordance with the provisions of Section 2.02 hereof2.02. (8) viii) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimilefacsimile or sent via e-mail with a .PDF file. (ix) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depositary Participants or beneficial owners of interests in any Global Notes) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (x) Neither the Trustee nor any Agent shall have any responsibility or liability for any actions taken or not taken by the Depositary. (xi) None of the Trustee or any Agent shall have any responsibility or obligation to any beneficial owner in a Global Note, a Depositary Participant or other Person with respect to the accuracy of the records of the Depositary or its nominee or of any Depositary Participant, with respect to any ownership interest in the Notes or with respect to the delivery to any Depositary Participant, beneficial owner or other Person (other than the Depositary) of any notice (including any notice of redemption) or the payment of any amount, under or with respect to such Notes. All notices and communications to be given to the Holders and all payments to be made to Holders under the Notes and this Indenture shall be given or made only to or upon the order of the registered holders (which shall be the Depositary or its nominee in the case of the Global Note). The rights of beneficial owners in the Global Note shall be exercised only through the Depositary subject to the applicable procedures. The Trustee and the Agents shall be entitled to rely and shall be fully protected in relying upon information furnished by the Depositary with respect to its members, Depositary Participants and any beneficial owners. The Trustee and the Agents shall be entitled to deal with the Depositary, and any nominee thereof, that is the registered holder of any Global Note for all purposes of this Indenture relating to such Global Note (including the payment of principal, premium, if any, and interest and additional amounts, if any, and the giving of instructions or directions by or to the owner or holder of a beneficial ownership interest in such Global Note) as the sole holder of such Global Note and shall have no obligations to the beneficial owners thereof. None of the Trustee or any Agent shall have any responsibility or liability for any acts or omissions of the Depositary with respect to such Global Note for the records of any such depositary, including records in respect of beneficial ownership interests in respect of any such Global Note, for any transactions between the Depositary and any Depositary Participant or between or among the Depositary, any such Depositary Participant and/or any holder or owner of a beneficial interest in such Global Note, or for any transfers of beneficial interests in any such Global Note.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will shall execute and the Trustee will shall authenticate Global Notes and Definitive Certificated Notes upon receipt of a written order by the Issuers signed by two Officers of the Company Order or at the Registrar’s requestin accordance with Section 2.2. (2) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any stamp or transfer tax or similar governmental charge payable in connection therewith (other than any such stamp or transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.2, 2.10, 3.06, 3.093.7, 4.10, 4.15 4.14 and 9.05 hereof9.5 hereto). (3) [Reserved.] (4) All Global Notes and Definitive Certificated Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Certificated Notes will shall be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Certificated Notes surrendered upon such registration of transfer or exchange. (54) Neither the The Registrar nor the Issuers will shall not be required: required (A) to issue, to register the transfer of or to exchange, any exchange Notes during a period beginning at the opening of business 15 days before the day mailing of any selection a notice of redemption of Notes for redemption under Section 3.02 3.2 hereof and ending at the close of business on the day of selection; such mailing, (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or , or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of of, premium, if any, and interest and Additional Interest, if any, on such Notes and for all other purposes, and none of neither the Trustee, any Agent or nor the Issuers shall be affected by notice to the contrary. (76) The Trustee will shall authenticate Global Notes and Definitive Certificated Notes for original issue in accordance with the provisions of Section 2.02 2.2 hereof. Except as provided in Section 2.6(b), neither the Trustee nor the Registrar shall authenticate or deliver any Certificated Note in exchange for a Global Note. (7) Each Holder agrees to provide reasonable indemnity to the Issuers and the Trustee against any liability that may result from the transfer, exchange or assignment of such ▇▇▇▇▇▇’s Note in violation of any provision of this Indenture and/or applicable United States federal or state securities law. (8) All certificationsThe Trustee shall have no obligation or duty to monitor, certificatesdetermine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Agent Members or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, Opinions of Counsel and Opinions of Outside Counsel to do so if and when expressly required by the terms of, this Indenture, and to be submitted examine the same to determine substantial compliance as to form with the Registrar pursuant to this Section 2.06 to effect a registration of transfer express requirements hereof. Neither the Trustee nor any Agent shall have any responsibility for any actions taken or exchange may be submitted not taken by facsimilethe Depository.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Issuer will execute and the Trustee or an Authenticating Agent will authenticate Global Notes and Definitive Registered Notes upon receipt of a Company an Authentication Order or at the Registrar’s requestin accordance with Section 2.02 hereof. (2) No service charge will be made by the Issuer, Transfer Agent, or the Registrar to a Holder of a beneficial interest Book-Entry Interest in a Global Note, a Holder of a Global Note or to a Holder of a Definitive Registered Note for any registration of transfer or exchange, but the Issuers Issuer may require payment of a sum sufficient to cover any transfer stamp duty, stamp duty reserve, documentary or other similar tax or similar governmental charge payable that may be imposed in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections Section 2.10, 3.06, 3.09, 4.10, 4.15 Section 3.06 and 9.05 Section 4.12 hereof). (3) [ReservedNo Transfer Agent or Registrar will be required to register the transfer of or exchange of any Second Lien Note selected for redemption in whole or in part, except the unredeemed portion of any Second Lien Note being redeemed in part.] (4) All Global Notes and Definitive Registered Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Registered Notes will be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Registered Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will Issuer shall be required: (A) to issue, required to register the transfer into its register kept at its registered office of or to exchange, any Notes during Definitive Registered Notes: (A) for a period beginning at the opening of business 15 days before prior to any date fixed for the day redemption of any selection of the Second Lien Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; 3.02; (B) for a period of 15 days immediately prior to register the transfer date fixed for selection of or such Second Lien Notes to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being be redeemed in part; or (C) for a period of 15 days prior to register the transfer of or to exchange a Note between a record date and the next succeeding with respect to any interest payment datedate applicable to the Second Lien Notes; or (D) which the Holder has tendered (and not withdrawn) for repurchase in connection with a Change of Control Offer. Any such transfer will be made without charge to the Holder, other than any taxes, duties and governmental charges payable in connection with such transfer. (6) Prior to due presentment for the registration of a transfer of any Note, the The Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Second Lien Note is registered as the absolute owner of such Second Lien Note for the purpose of receiving payment of principal of and interest on such Second Lien Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Issuer shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Issuer, the Transfer Agent, the Trustee or the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted initially by facsimilefacsimile with originals to be delivered as soon as practicable thereafter to the Trustee.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, any Notes a Note during a period beginning at the opening of business 15 days before the day of any selection of Notes of the same series for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Company will execute and the Trustee or authenticating agent will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.093.08, 3.11, 4.10, 4.15 4.14 and 9.05 9.04 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenturehereunder, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers Company will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s request. (2i) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Section 3.04 of the Base Indenture and Sections 2.10, 3.06, 3.09, 4.10, 4.15 3.06 and 9.05 8.05 hereof). (3) [Reserved.] (4ii) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, debt as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchangeexchange and shall be entitled to all of the benefits of this Indenture equally and proportionately with all other Notes duly issued hereunder. (5iii) Neither the Security Registrar nor the Issuers will Company shall be required: required (A) to issue, to register the transfer of or to exchange, any exchange Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day date of selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or part or (C) to register the transfer of or to exchange a Note between a record date (including a Regular Record Date) and the next succeeding interest payment dateInterest Payment Date. (6iv) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of of, premium, if any, and interest on such Notes Note and for all other purposes, and none in each case regardless of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary, except as required by law. (7v) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Security Registrar pursuant to this Section 2.06 2.05 to effect a registration of transfer or exchange may be submitted by facsimile. (vi) The Trustee is hereby authorized and directed to enter into a letter of representation with the Depositary in the form provided by the Company and to act in accordance with such letter.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive certificated Notes upon receipt of a Company an Authentication Order in accordance with Section 2.2 or at the Registrar’s request. (2) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any stamp or transfer tax or similar governmental charge payable in connection therewith (other than any such stamp or transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections Section 2.7, Section 2.10, 3.06Section 3.6, 3.09, Section 4.10, 4.15 and 9.05 hereofSection 4.13 or Section 9.4). (3) [Reserved.] (4) All Global Notes and Definitive certificated Notes issued upon any registration of transfer or exchange of Global Notes or Definitive certificated Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes (or Definitive interests therein) or certificated Notes surrendered upon such registration of transfer or exchange. (54) Neither the The Registrar nor the Issuers will be required: is not required (A) to issue, to register the transfer of or to exchange, any exchange Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 3.2 hereof and ending at the close of business on the day of such selection; , (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or , or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent Agent, or the Issuers Company shall be affected by notice to the contrary. (76) The Trustee will shall authenticate Global Notes and Definitive certificated Notes for original issue in accordance with the provisions of Section 2.02 2.2. Except as provided in Section 2.6(b), neither the Trustee nor the Registrar shall authenticate or deliver any certificated Note in exchange for a Global Note. (7) Each Holder agrees to indemnify the Company and the Trustee against any liability that may result from the transfer, exchange or assignment of such ▇▇▇▇▇▇’s Note in violation of any provision of this Indenture and/or applicable United States federal or state securities law. (8) Neither the Trustee nor any Agent shall have any obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (8) All certifications, certificates, Opinions 9) The transferor of Counsel and Opinions of Outside Counsel required any Note held in certificated form shall provide or cause to be submitted provided to the Registrar pursuant Trustee all information necessary to this allow the Trustee to comply with any applicable tax reporting obligations, including without limitation any cost basis reporting obligations under Section 2.06 6045 of the Internal Revenue Code of 1986, as amended. The Trustee may rely on information provided to effect a registration it and shall have no responsibility to verify or ensure the accuracy of transfer or exchange may be submitted by facsimilesuch information.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order or at the RegistrarCompany’s request. (2) order. No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3) [Reserved.] (4) . The Registrar shall not be required to register the transfer of or exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part. All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will . The Company shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection mailing of Notes for a notice of redemption under Section 3.02 3.03 hereof and ending at the close of business on the day of selection; mailing, (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or part or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6) Interest Payment Date. Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7) . The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) . All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Participants or beneficial owners of interests in any Global Note) other than to require delivery of such certificates and other documentation or evidence as expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes Units upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note Unit or to a Holder of a Definitive Note Unit for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.063.07, 3.093.08, 4.10, 4.15 and 9.05 9.04 hereof). (3) [Reserved.] (4) All Global Notes Units and Definitive Notes Units issued upon any registration of transfer or exchange of Global Notes Units or Definitive Notes Units will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes Units or Definitive Notes Units surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes Units during a period beginning at the opening of business 15 fifteen (15) days before the day of any selection of Notes Units for redemption under Section 3.02 3.03 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note Unit selected for redemption in whole or in part, except the unredeemed portion of any Note Unit being redeemed in part; or (C) to register the transfer of or to exchange a Note Unit between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any NoteUnit, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note Unit is registered as the absolute owner of such Note Unit for the purpose of receiving payment of principal of and (subject to the record date provisions of the Notes) interest on such Notes Units and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes Units and Definitive Notes for original issue Units in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. Neither the Trustee nor the Registrar shall have any obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Participants, members or beneficial owners in any Global Unit) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by, the terms of this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. The Trustee shall retain copies of all letters, notices and other written communications received pursuant to this Section 2.06 (including all Units received for transfer pursuant to this Section 2.06). The Issuers shall have the right to require the Trustee to deliver to the Issuers, at their expense, copies of all such letters, notices or other written communications at any reasonable time upon the giving of reasonable written notice to the Trustee. In connection with any transfer of any Unit, the Trustee and the Issuers shall be entitled to receive, shall be under no duty to inquire into, may conclusively presume the correctness of, and shall be fully protected in relying upon the certificates, opinions and other information referred to herein (or in the forms provided herein, attached hereto or to the Unit, or otherwise) received from any Holder and any transferee of any Unit regarding the validity, legality and due authorization of any such transfer, the eligibility of the transferee to receive such Unit and any other facts and circumstances related to such transfer.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will execute shall execute, the Guarantor shall endorse and the New Indenture Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order the Issuers' order or at the Registrar’s 's request. (2ii) No service charge will shall be made to a Holder owner of a beneficial interest in a Global Note or to a New Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof)therewith. (3iii) [ReservedThe Registrar shall not be required to register the transfer or exchange of any New Limestone Note selected for redemption in whole or in part, except the unredeemed portion of any New Limestone Note being redeemed in part.] (4iv) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersIssuers and the Guarantor, evidencing the same debt, and entitled to the same benefits under this New Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5v) Neither the Registrar nor the The Issuers will shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any New Limestone Notes during a period beginning at the opening of business 15 days before the day of any selection of New Limestone Notes for redemption under Section 3.02 hereof 14.03 or Section 15.06 and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any New Limestone Note so selected for redemption in whole or in part, except the unredeemed portion of any New Limestone Note being redeemed in part; or part or (C) to register the transfer of or to exchange a New Limestone Note between a record date Record Date and the next succeeding interest payment dateLimestone Note Payment Date. (6vi) Prior to due presentment for the registration of a transfer of any New Limestone Note, the New Indenture Trustee, any Agent the Paying Agent, the Registrar, the Guarantor and the Issuers may deem and treat the Person in whose name any New Limestone Note is registered as the absolute owner of such New Limestone Note for the purpose of receiving payment of principal of and interest on such New Limestone Notes and for all other purposes, and none of the New Indenture Trustee, any Agent the Paying Agent, the Registrar, the Guarantor or the Issuers shall be affected by notice to the contrary. (7vii) The New Indenture Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof2.03. (8) viii) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. (ix) The Issuers shall not be required to honor any transfer or exchange of any New Limestone Notes to transferees who are not Qualified Purchasers. (x) The Issuers shall have the right to (i) cause any owner of a beneficial interest in a Global Note who is not a Qualified Purchaser to sell such beneficial interest to a Qualified Purchaser, (ii) cause any holder of a Definitive Note who is not a Qualified Purchaser to sell such Definitive Note to a Qualified Purchaser, (iii) redeem the beneficial interest of a holder of a Global Note who is not a Qualified Purchaser at a price equal to the sum of the accrued and unpaid interest to the date of redemption and 100% of the outstanding principal amount of such New Limestone Note and (iv) redeem the Definitive Note of a holder who is not a Qualified Purchaser at a price equal to the sum of the accrued and unpaid interest to the date of redemption and 100% of the outstanding principal amount of such New Limestone Note.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2ii) The Registrar and the Trustee may require a Holder to furnish appropriate endorsements and transfer documents in connection with a transfer of Notes. (iii) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any Holders shall pay all taxes due on transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.07, 2.10, 3.06, 3.09, 4.10, 4.15 4.14 and 9.05 9.04 hereof). (3iv) [ReservedNeither the Registrar nor the Issuers shall be required to register the transfer of or exchange any Note selected for redemption.] (4v) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5vi) Neither the Registrar nor the The Issuers will shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during Note for a period beginning at the opening of business 15 days before the day mailing of any selection a notice of redemption of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; to be redeemed, (B) to register the transfer of or to exchange any Note selected for redemption in whole or in partredemption, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date Record Date and the next succeeding interest payment dateInterest Payment Date or (D) to register the transfer of or to exchange any Notes selected for redemption or tendered (and not withdrawn) for repurchase in connection with a Change of Control Offer or an Asset Sale Offer. (6vii) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of (and premium, if any) and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (7viii) The Upon surrender for registration of transfer of any Note at the office or agency of the Issuers designated pursuant to Section 4.02 hereof, the Issuers shall execute, and the Trustee will shall authenticate and mail, in the name of the designated transferee or transferees, one or more replacement Notes of any authorized denomination or denominations of a like aggregate principal amount. (ix) At the option of the Holder, Notes may be exchanged for other Notes of any authorized denomination or denominations of a like aggregate principal amount upon surrender of the Notes to be exchanged at such office or agency. Whenever any Global Notes or Definitive Notes are so surrendered for exchange, the Issuers shall execute, and the Trustee shall authenticate and mail, the replacement Global Notes and Definitive Notes for original issue which the Holder making the exchange is entitled to in accordance with the provisions of Section 2.02 hereof. (8) x) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. (xi) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depositary Participants or beneficial owners of interests in any Global Notes) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (xii) Neither the Trustee nor any Agent shall have any responsibility or liability for any actions taken or not taken by the Depositary.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Issuer shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2ii) A Holder may transfer or exchange Notes in accordance with this Indenture. The Registrar and the Trustee may require a Holder to furnish appropriate endorsements and transfer documents in connection with a transfer of Notes. (iii) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any Holders shall pay all taxes due on transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.07, 2.10, 3.06, 3.09, 4.104.11, 4.15 4.15, and 9.05 9.04 hereof). (3iv) [ReservedNeither the Registrar nor the Issuer shall be required to register the transfer of or exchange any Note selected for redemption.] (4v) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5vi) Neither the Registrar nor the Issuers will The Issuer shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during Note for a period beginning at the opening of business 15 days before the day mailing, or electronic delivery, of any selection a notice of redemption of the Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; to be redeemed, (B) to register the transfer of or to exchange any Note selected for redemption in whole or in partredemption, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date Record Date and the next succeeding interest payment dateInterest Payment Date or (D) to register the transfer of or to exchange any Notes selected for redemption or tendered (and not withdrawn) for repurchase in connection with a Change of Control Offer or an Asset Sale Offer. (6vii) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of (and premium, if any) and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Issuer shall be affected by notice to the contrary. (7viii) The Upon surrender for registration of transfer of any Note at the office or agency of the Issuer designated pursuant to Section 4.02 hereof, the Issuer shall execute, and the Trustee will shall authenticate and mail, in the name of the designated transferee or transferees, one or more replacement Notes of any authorized denomination or denominations of a like aggregate principal amount. (ix) At the option of the Holder, Notes may be exchanged for other Notes of any authorized denomination or denominations of a like aggregate principal amount upon surrender of the Notes to be exchanged at such office or agency. Whenever any Global Notes or Definitive Notes are so surrendered for exchange, the Issuer shall execute, and the Trustee shall authenticate and mail, the replacement Global Notes and Definitive Notes for original issue which the Holder making the exchange is entitled to in accordance with the provisions of Section 2.02 hereof. (8) x) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile. (xi) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depositary Participants or beneficial owners of interests in any Global Notes) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by the terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (xii) Neither the Trustee nor any Agent shall have any responsibility or liability for any actions taken or not taken by the Depositary. The Trustee shall have no responsibility or obligation to any beneficial owner of a Global Note, a member of, or a participant in, DTC or other Person with respect to the accuracy of the records of DTC or its nominee or of any participant or member thereof, with respect to any ownership interest in the Notes or with respect to the delivery to any participant, member, beneficial owner or other Person (other than DTC) of any notice (including any notice of redemption or purchase) or the payment of any amount or delivery of any Notes (or other security or property) under or with respect to such Notes. All notices and communications to be given to the Holders and all payments to be made to Holders in respect of the Notes shall be given or made only to or upon the order of the registered Holders (which shall be DTC or its nominee in the case of a Global Note). The rights of beneficial owners in any Global Note shall be exercised only through DTC subject to the applicable rules and procedures of DTC. The Trustee and the First Lien Collateral Agent may rely and shall be fully protected in relying upon information furnished by DTC with respect to its members, participants and any beneficial owners.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Definitive Exchange Debentures and Global Notes and Definitive Notes upon receipt of a Company Order or Exchange Debentures at the Registrar’s 's request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.103.07, 3.064.13, 3.09, 4.10, 4.15 4.14 and 9.05 hereof). (3iii) [ReservedNeither the Company nor the Registrar shall be required to register the transfer of or exchange any Exchange Debenture selected for redemption in whole or in part, except the unredeemed portion of any Exchange Debenture being redeemed in part.] (4iv) All Definitive Exchange Debentures and Global Notes and Definitive Notes Exchange Debentures issued upon any registration of transfer or exchange of Definitive Exchange Debentures or Global Notes or Definitive Notes will Exchange Debentures in accordance with this Indenture including any increase in the aggregate principal amount of the Exchange Debentures represented by the Global Exchange Debenture pursuant to subsection (b) above) shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Definitive Exchange Debentures or Global Notes or Definitive Notes Exchange Debentures surrendered upon such registration of transfer or exchange. (5v) Neither The Company shall not be required to issue Exchange Debentures and the Registrar nor the Issuers will shall not be required: (A) to issue, required to register the transfer of or to exchange, any Notes exchange Exchange Debentures during a period beginning at the opening of business 15 days before the day of any selection of Notes Exchange Debentures for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) , or to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note an Exchange Debenture between a record date and the next succeeding interest payment date. (6vi) Prior to due presentment for the registration of a transfer of any NoteExchange Debenture, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note Exchange Debenture is registered as the absolute owner of such Note Exchange Debenture for the purpose of receiving payment of principal of of, premium, if any, and accrued and unpaid interest on such Notes and for all other purposesExchange Debentures, and none of neither the Trustee, any Agent or nor the Issuers Company shall be affected by notice to the contrary. (7vii) The Trustee will shall authenticate Definitive Exchange Debentures and Global Notes and Definitive Notes for original issue Exchange Debentures in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company Order or at the Registraran Authentication Order, Officer’s requestCertificate and Opinion of Counsel in accordance with Section 2.02 hereof. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.07, 2.10, 3.06, 3.09, 4.104.08, 4.15 4.12 and 9.05 9.04 hereof). (3) [ReservedThe Registrar will not be required to register the transfer of or exchange of any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will will, upon execution by the Issuers and authentication by the Trustee in accordance with the provisions hereof, be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will be required: : (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection the delivery of a notice of redemption of Notes for redemption to be redeemed under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of selection or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding relevant interest payment date. (6) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.;

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers Issuer will execute and the Trustee Agent will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.4 hereof or at the Registrar’s request. (2ii) No service charge will be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Issuer may require payment of a sum sufficient to cover any transfer or exchange tax or similar governmental charge payable in connection therewith (other than any such transfer or exchange taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.102.9, 3.06, 3.09, 4.10, 4.15 2.10 and 9.05 2.20 hereof). (3) [Reserved.] (4iii) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this IndentureAgreement, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5iv) Neither the Registrar nor the Issuers Issuer will be required: (A) A. to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 10 days before the day of any selection of Notes for redemption under Section 3.02 hereof this Agreement and ending at the close of business on the day of selection; (B) B. to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) C. to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6v) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Issuer may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Issuer shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1a) To permit registrations of transfers transfer and exchanges, the Issuers will shall execute and the Trustee will shall authenticate Global Notes Securities and Definitive Notes upon receipt of a Company Order or Securities at the Security Registrar’s requestrequest in accordance with provisions providing for such registrations of transfer and exchange in this Article IV and Sections 304, 306, 906 and 1107 of the Original Indenture. (2b) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchangeexchange of Notes, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar other governmental charge payable that may be imposed in connection therewith (with any registration of transfer or exchange of Notes, other than any such transfer taxes or similar governmental charge payable upon exchange or transfer exchanges pursuant to Sections 2.10Section 304, 3.06306, 3.09, 4.10, 4.15 and 9.05 hereof)906 or 1107 of the Original Indenture or Article IV of this Fourth Supplemental Indenture not involving any transfer. (3) [Reserved.] (4c) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this the Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5d) Neither the Registrar nor If Notes are to be redeemed in whole or in part, the Issuers will shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of any such Notes for redemption in part under Section 3.02 hereof 1103 of the Original Indenture and ending at the close of business on the day of such selection; , or (B) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6e) Prior to due presentment of a Note for the registration of a transfer of any Notetransfer, the TrusteeIssuers, the Trustee and any Agent and agent of the Issuers or the Trustee may deem and treat the Person in whose name any such Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and any premium and (subject to Section 307 of the Original Indenture) any interest on such Notes Note and for all other purposespurposes whatsoever, whether or not such Note be overdue, and none neither the Issuers, the Trustee nor any agent of the Trustee, any Agent Issuers or the Issuers Trustee shall be affected by notice to the contrary. (7f) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Security Registrar pursuant to this Section 2.06 Article IV to effect a registration of transfer or exchange may be submitted by facsimile. (g) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Fourth Supplemental Indenture or under applicable law with respect to any transfer of any interest in any Global Security or Definitive Security other than to require delivery of such certificates and other documentation or evidence as is expressly required by, and to do so if and when expressly required by the terms of, this Fourth Supplemental Indenture, and to examine the same to determine substantial compliance as to conformity with the express requirements hereof. (h) Neither the Trustee nor any Agent shall have any responsibility for any actions taken or not taken by the Depositary.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Company will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 4.15, 4.20 and 9.05 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers Company will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before prior to the day mailing of any selection a notice of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selectionredemption; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers Issuer will execute and the Trustee Registrar or the Authenticating Agent will authenticate Global Notes and Definitive Registered Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s 's request. (2) No service charge will be made by the Issuer or the Registrar to a Holder of a beneficial interest Book-Entry Interest in a Global Note, a Holder of a Global Note or to a Holder of a Definitive Registered Note for any registration of transfer or exchange, but the Issuers Issuer may require payment of a sum sufficient to cover any transfer stamp duty, stamp duty reserve, documentary or other similar tax or similar governmental charge payable that may be imposed in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10Section 2.11, Section 3.06, Section 3.09, 4.10Section 3.10, 4.15 Section 4.23 and 9.05 Section 4.24 hereof). (3) [ReservedNo Transfer Agent or Registrar will be required to register the transfer of or exchange of any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part.] (4) All Global Notes and Definitive Registered Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Registered Notes will be the valid obligations of the IssuersIssuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Registered Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will The Issuer shall not be required: (A) to issue, required to register the transfer into its register kept at its registered office of or to exchange, any Notes during Definitive Registered Notes: (A) for a period beginning at of 15 calendar days prior to any date fixed for the opening redemption of business the Notes under Section 3.02; (B) for a period of 15 calendar days before immediately prior to the day of any date fixed for selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being be redeemed in part; or (C) for a period of 15 calendar days prior to register the transfer of or to exchange a Note between a record date and the next succeeding with respect to any interest payment date. (6) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (7) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.; or

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company Order the Company’s order or at the Registrar’s request. (2) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge or other fee required by law and payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.102.09, 3.06, 3.09, 4.103.07, 4.15 and 9.05 4.16 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither None of the Company, the Trustee or the Registrar nor the Issuers will shall be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note Notes so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or part or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment dateInterest Payment Date. (65) Prior to the due presentment presentation for the registration of a transfer of any Note, the Company, each Guarantor, the Trustee, any the Paying Agent and or the Issuers Registrar may deem and treat the Person in whose name any a Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of principal, interest and interest premium (if any) on such Notes Note and for all other purposespurposes whatsoever, whether or not such Note is overdue, and none of the Company, the Trustee, any the Paying Agent or the Issuers Registrar shall be affected by notice to the contrary. (76) The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar Registrar, the Company and the Trustee pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Co-Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Co-Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.093.07, 4.104.11, 4.15 4.12 and 9.05 10.04 hereof). (3) [ReservedThe Registrar will not be required to register the transfer of or exchange of any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part.] (4) Notwithstanding anything in this Indenture to the contrary, unless an Event of Default under clauses (1), (6) or (7) of Section 7.01 has occurred and is continuing, no record or beneficial owner of the Notes may transfer any Notes or any beneficial interest therein without the prior written consent of the Company (such consent to not be unreasonably withheld or delayed) prior to the Consent End Date; provided however, that (x) no such consent will be required in connection with a transfer to an Initial Investor or any Affiliate or Approved Fund of such Initial Investor who is an Institutional Accredited Investor or a QIB and (y) the Company’s consent will be deemed given with respect to a proposed transfer if no response is received within ten (10) Business Days after having received a written request from such record or beneficial owner of the Notes pursuant to this Section 2.06(h)(4); provided, further, that (A) prior to the Consent End Date, no sale, pledge, assignment or other transfer of any Notes or any beneficial interest therein will be permitted to any Competitor; (B) prior to the Consent End Date, no transfer of any Notes or any beneficial interest therein will be permitted to any Person unless and until such Person delivers to the Company and the Trustee a Transferee Certificate and, if the consent of the Company is required for such transfer, with an acknowledgement thereof by the Company as provided therein; and (C) any record or beneficial owner of the Notes may at any time pledge or assign a security interest in all or any portion of its rights under the Notes or this Indenture to secure obligations of such record or beneficial owner of the Notes, and this Section 2.06(h)(4) shall not apply to any such pledge or assignment of a security interest; provided that no such pledge or assignment of a security interest shall substitute any such pledgee or assignee for such record or beneficial owner of the Notes as a record or beneficial owner of the Notes; provided, further, that no such pledge or assignment of a security interest shall create or increase any liability or obligation of any Co-Issuer or any of their Affiliates whatsoever, whether under this Indenture, the Notes, the Collateral Documents or otherwise. (5) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Co-Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (56) Neither the Registrar nor the Issuers any Co-Issuer will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment dateInterest Payment Date. (67) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Co-Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of of, the Applicable Premium and interest on such on, the Notes and for all other purposes, and none of the Trustee, any Agent or the Co-Issuers shall be affected by notice to the contrary. (7) 8) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 9) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Co-Issuers and the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile, PDF or similar electronic transmission. Notwithstanding anything to the contrary herein, neither the Trustee nor the Registrar shall be responsible for ascertaining whether any transfer complies with the registration provisions of or exemptions from the Securities Act or applicable state securities laws or Section 2.06(h)(4), including, without limitation, whether any prospective transferee constitutes a Competitor. Nothing herein shall impose any obligation or liability upon the Trustee or Registrar in respect of any transfer of Notes (or beneficial interests therein) of which the Trustee or Registrar has no knowledge.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will shall execute and the Trustee will shall authenticate Definitive Notes and Global Notes and Definitive Notes upon receipt of a Company Order or at the Registrar’s 's request. (2) . All Definitive Notes and Global Notes issued upon any registration of transfer or exchange of Definitive Notes or Global Notes shall be legal, valid and binding obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Definitive Notes or Global Notes surrendered upon such registration of transfer or exchange. No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or (without transfer to another person) pursuant to Sections 2.10, 3.063.7, 3.093.8, 4.10, 4.15 4.14 and 9.05 hereof9.5). . The Issuers shall not be required to: (3i) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, any exchange Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof 3.2 and ending at the close of business on the day of selection; ; or (Bii) to register the transfer of or to exchange any Note so selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or or (Ciii) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6) . Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of neither the Trustee, any Agent or nor the Issuers shall be affected by notice to the contrary. (7) . The Trustee will authenticate shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depositary Participants or beneficial owners of interests in any Global Notes Note) other than to require delivery of such certificates and Definitive Notes for original issue in accordance other documentation or evidence as are expressly require by, and to do so if and when expressly required by the terms of this Indenture, and to examine the same to determine substantial compliance as to form with the provisions of Section 2.02 hereofexpress requirements thereof. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will execute and the Trustee will authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 hereof or at the Registrar’s request. (2) No service charge will be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers and/or the Trustee may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 9.04 hereof). (3) [Reserved.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (54) Neither the Registrar nor the Issuers will be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (65) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered on the books of the Registrar as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (76) The Trustee will authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) 7) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimileelectronic image scan. (8) The Trustee shall have no responsibility or obligation to any beneficial owner of a Global Note, a member of, or a participant in, DTC or other Person with respect to the accuracy of the records of DTC or its nominee or of any participant or member thereof, with respect to any ownership interest in the Notes or with respect to the delivery to any participant, member, beneficial owner or other Person (other than DTC) of any notice (including any notice of redemption or purchase) or the payment of any amount or delivery of any Notes (or other security or property) under or with respect to such Notes. All notices and communications to be given to the Holders and all payments to be made to Holders in respect of the Notes shall be given or made only to or upon the order of the registered Holders (which shall be DTC or its nominee in the case of a Global Note). The rights of beneficial owners in any Global Note shall be exercised only through DTC subject to the applicable rules and procedures of DTC. The Trustee may rely and shall be fully protected in relying upon information furnished by DTC with respect to its members, participants and any beneficial owners. The Trustee and each Agent shall be entitled to rely and shall be fully protected in relying upon information furnished by the Depositary with respect to its member, Depositary participants and any beneficial owners. The Trustee and each Agent shall be entitled to deal with the Depositary, and any nominee thereof, that is the registered holder of any Global Note for all purposes of this Indenture relating to such Global Note (including the payment of principal, premium, if any, and interest and additional amounts, if any, and the giving of instructions or directors by or to the owner or holder of a beneficial ownership interest in such Global Note) as the sole holder of such Global Note and shall have no obligations to the beneficial owners thereof. None of the Trustee nor any Agent shall have any responsibility or liability for any acts or omissions of the Depositary with respect to such Global Note for the records of any such depositary, including records in respect of beneficial ownership interests in respect of any such Global Note, for any transactions between the Depositary and any Depositary participant or between or among the Depositary, any such Depositary participant and/or any holder or owner of a beneficial interest in such Global Note, or for any transfers of beneficial interests in any such Global Note. (9) Neither the Trustee nor any Agent shall have any duty to monitor the Issuers’ compliance with or have any responsibility with respect to the Issuers’ compliance with any federal or state securities laws in connection with the registrations of transfer and exchange of Notes. Neither the Registrar nor the Trustee shall have any obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among DTC participants, members or beneficial owners in any Global Note) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by, the terms of this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. Neither the Trustee nor any of its agents shall have any responsibility for any actions taken or not taken by DTC. (10) The transferor of any Note shall provide or cause to be provided to the Trustee all information necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation any cost basis reporting obligations under Section 6045 of the Code. The Trustee may rely on information provided to it and shall have no responsibility to verify or ensure the accuracy of such information. In connection with any proposed exchange of a Note that is not a Global Note for a Global Note, the Issuers or the Depositary shall be required to provide or cause to be provided to the Trustee all information necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation any cost basis reporting obligations under Section 6045 of the Code. The Trustee may rely on information provided to it and shall have no responsibility to verify or ensure the accuracy of such information.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with ‎‎Section 2.02 hereof or at the Registrar’s request. (2ii) The Registrar and the Trustee may require a Holder to furnish appropriate endorsements and transfer documents in connection with a transfer of Notes. (iii) No service charge will shall be made to a Holder holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers may require payment of a sum sufficient to cover any Holders shall pay all taxes due on transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10‎‎Sections 2.07, 3.06‎2.10, 3.09‎3.06, ‎3.09, 4.10, 4.15 ‎4.14 and 9.05 ‎9.04 hereof). (3iv) [ReservedNeither the Registrar nor the Issuers shall be required to register the transfer of or exchange any Note selected for redemption.] (4v) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange. (5vi) Neither the Registrar nor the The Issuers will shall not be required: required (A) to issue, to register the transfer of or to exchange, exchange any Notes during Note for a period beginning at the opening of business 15 days before the day transmission of any selection a notice of redemption of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; to be redeemed, (B) to register the transfer of or to exchange any Note selected for redemption in whole or in partredemption, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date Record Date and the next succeeding interest payment dateInterest Payment Date or (D) to register the transfer of or to exchange any Notes selected for redemption or tendered (and not withdrawn) for repurchase in connection with a Change of Control Offer or an Asset Sale Offer. (6vii) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of (and premium, if any) and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers shall be affected by notice to the contrary. (7viii) The Upon surrender for registration of transfer of any Note at the office or agency of the Issuers designated pursuant to ‎‎Section 4.02 hereof, the Issuers shall execute, and the Trustee will shall authenticate and mail, in the name of the designated transferee or transferees, one or more replacement Notes of any authorized denomination or denominations of a like aggregate principal amount. (ix) At the option of the Holder, Notes may be exchanged for other Notes of any authorized denomination or denominations of a like aggregate principal amount upon surrender of the Notes to be exchanged at such office or agency. Whenever any Global Notes or Definitive Notes are so surrendered for exchange, the Issuers shall execute, and the Trustee shall authenticate and mail, the replacement Global Notes and Definitive Notes for original issue which the Holder making the exchange is entitled to in accordance with the provisions of Section ‎‎Section 2.02 hereof. (8) x) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section ‎‎Section 2.06 to effect a registration of transfer or exchange may be submitted electronically. (xi) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note (including any transfers between or among Depositary Participants or beneficial owners of interests in any Global Notes) other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by facsimilethe terms of, this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof. (xii) Neither the Trustee nor any Agent shall have any responsibility or liability for any actions taken or not taken by the Depositary.

General Provisions Relating to Transfers and Exchanges. (1) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes and Definitive Notes upon receipt of a Company an Authentication Order in accordance with Section 2.02 or at the Registrar’s request. (2) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any transfer tax or similar governmental charge payable in connection therewith (other than any such transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.06, 3.09, 4.10, 4.15 and 9.05 hereof). (3) [ReservedThe Registrar shall not be required to register the transfer of or exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part.] (4) All Global Notes and Definitive Notes issued upon any registration of transfer or exchange of Global Notes or Definitive Notes will shall be the valid obligations of the Issuers, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes or Definitive Notes surrendered upon such registration of transfer or exchange.Company, (5) Neither the Registrar nor the Issuers will The Company shall not be required: (A) to issue, to register the transfer of or to exchange, exchange any Notes during a period beginning at the opening of business 15 days before the day of any selection of Notes for redemption under Section 3.02 hereof and ending at the close of business on the day of selection; (B) to register the transfer of or to exchange any Note selected for redemption in whole or in part, except the unredeemed portion of any Note being redeemed in part; or (C) to register the transfer of or to exchange a Note between a record date and the next succeeding interest payment date. (6) Prior to due presentment for the registration of a transfer of any Note, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Notes and for all other purposes, and none of the Trustee, any Agent or the Issuers Company shall be affected by notice to the contrary. (7) The Trustee will shall authenticate Global Notes and Definitive Notes for original issue in accordance with the provisions of Section 2.02 hereof. (8) All certifications, certificates, Opinions of Counsel certificates and Opinions of Outside Counsel required to be submitted to the Registrar pursuant to this Section 2.06 to effect a registration of transfer or exchange may be submitted by facsimile.

General Provisions Relating to Transfers and Exchanges. (1i) To permit registrations of transfers and exchanges, the Issuers will Company shall execute and the Trustee will shall authenticate Global Notes Debentures and Definitive Notes upon receipt of a Company Order or Certificated Debentures at the Registrar’s 's request. (2ii) No service charge will shall be made to a Holder of a beneficial interest in a Global Note or to a Holder of a Definitive Note for any registration of transfer or exchange, but the Issuers Company may require payment of a sum sufficient to cover any stamp or transfer tax or similar governmental charge payable in connection therewith (other than any such stamp or transfer taxes or similar governmental charge payable upon exchange or transfer pursuant to Sections 2.10, 3.063.6, 3.09, 4.104.8, 4.15 and 9.05 hereof10.6 hereto). (3) [Reserved.] (4iii) All Global Notes Debentures and Definitive Notes Certificated Debentures issued upon any registration of transfer or exchange of Global Notes Debentures or Definitive Notes will Certificated Debentures shall be the valid obligations of the IssuersCompany, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Global Notes Debentures or Definitive Notes Certificated Debentures surrendered upon such registration of transfer or exchange. (5iv) Neither the The Registrar nor the Issuers will shall not be required: : (A) to issue, to register the transfer of or to exchange, any Notes exchange Debentures during a period beginning at the opening of business 15 days fifteen (15) Business Days before the day of any selection of Notes Debentures for redemption under Section 3.02 3.2 hereof and ending at the close of business on the day of selection; , (B) to register the transfer of or to exchange any Note Debenture so selected for redemption in whole or in part, except the unredeemed portion of any Note Debenture being redeemed in part; or , or (C) to register the transfer of or to exchange a Note Debenture between a record date Record Date and the next succeeding interest payment dateInterest Payment Date. (6v) Prior to due presentment for the registration of a transfer of any NoteDebenture, the Trustee, any Agent and the Issuers Company may deem and treat the Person in whose name any Note Debenture is registered as the absolute owner of such Note Debenture for the purpose of receiving payment of principal of and interest on such Notes Debentures and for all other purposes, and none of neither the Trustee, any Agent or nor the Issuers Company shall be affected by notice to the contrary. (7vi) The Trustee will shall authenticate Global Notes Debentures and Definitive Notes for original issue Certificated Debentures in accordance with the provisions of Section 2.02 2.2 hereof. (8) All certifications, certificates, Opinions of Counsel and Opinions of Outside Counsel required to be submitted . Notwithstanding anything herein to the contrary, as to any certifications or certificates delivered to the Trustee or Registrar pursuant to this Section 2.06 to effect a registration of transfer 2.6, the Trustee's or exchange may be submitted by facsimile.the Registrar's duties