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

Selection of Notes to Be Redeemed. If fewer than all the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, pro rata to the extent practicable, or, if pro rata is not practicable for any reason, by lot or by such other methods the Trustee shall deem fair and appropriate. The Trustee shall make the selection from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, selection of such Notes, or portions thereof, for redemption will be made by the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, either in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listedthen listed or admitted to trading on a national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem fair and appropriate. The Trustee shall make the selection from outstanding No Notes not previously called for redemption. The Trustee may select for redemption portions of the a principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts amount of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can shall be redeemed in part. Except as provided in Notice of redemption shall be mailed by first-class mail at least 30 but not more than 60 days before the preceding sentence, provisions of this Indenture that apply Redemption Date to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions each Holder of Notes to be redeemed at its registered address. If any Note is to be redeemed in part only, the notice of redemption that relates to such Note shall state the portion of the principal amount thereof to be redeemed. A new Note in a principal amount equal to the unredeemed portion thereof will be issued in the name of the Holder thereof upon cancellation of the original Note. On and after the applicable Redemption Date, interest will cease to accrue on Notes or portions thereof called for redemption unless the Issuer shall default in payment thereof.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall will select the Notes to be redeemed for redemption as follows: (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or listed; or (b2) if the Notes are not so listedlisted on any national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem fair and appropriateappropriate (or, in the case of Notes in global form, the Trustee will select Notes for redemption based on DTC’s operational arrangements). The Trustee shall make will promptly notify the selection from outstanding Issuers in writing of the Notes not previously called for redemption. The Trustee may select selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects shall Notes selected will be in principal amounts of $2,000 or a whole multiple multiples of $1,000 in excess thereof; no except that if all of the Notes in principal amounts of less than $2,000 can a Holder are to be redeemed in partredeemed, the entire outstanding amount of Notes held by such Holder shall be redeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all In the case of any partial redemption, selection of the Notes are to for redemption will be redeemed at any time, made by the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed (and the Company shall notify the Trustee of any such listing), or (b) if the Notes are not so listed, on a pro rata basis to the extent practicable, or, if pro rata is not practicable for any reason, or by lot or by such other methods method as the Trustee shall deem fair and appropriateappropriate (and, in such manner that complies with the requirements of the Depository, if applicable); provided that no Notes of $2,000 (and integral multiples of $1,000 in excess thereof) or less shall be redeemed in part. The Trustee shall make the selection from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple integral multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, subject to DTC procedures, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements requirements, as certified to it by the Company, of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listed, pro rata to the extent practicable, or, if pro rata is not practicable for any reasonlisted on a national securities exchange or automated quotation system, by lot or by such other methods method as the Trustee in its sole discretion shall deem fair and appropriate; provided that no Note of $2,000 in principal amount or less shall be redeemed in part. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. Notes in denominations of $2,000 in principal amount may only be redeemed in whole. The Trustee may select for redemption portions (equal to $2,000 in principal amount or multiples of the principal $1,000 in excess thereof) of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be 2,000 in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in partamount. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer than all In the case of any partial redemption, selection of the Notes are to for redemption will be redeemed at any time, made by the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed (and the Issuer shall notify the Trustee of any such listing), or (b) if the Notes are not so listed, on a pro rata basis to the extent practicable, practicable or by lot (or, if pro rata is not practicable for any reasonapplicable, by lot in such manner that complies with the requirements of the Depository or by such other methods the Trustee applicable clearing system in accordance with customary procedures); provided that no Notes of $2,000 or less shall deem fair and appropriatebe redeemed in part. The Trustee shall make the selection from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple integral multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Issuer promptly of the Notes or portions of Notes to be redeemedredeemed to, but not including, the date of redemption.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities an exchange, in compliance with the requirements of the principal national securities such exchange on which the Notes are listed or (b) if the Notes are not so listedlisted on an exchange, on a pro rata basis to the extent practicable, or, if pro rata is not practicable for any reasonor otherwise, by lot or by such other methods method as the Trustee in its sole discretion shall deem to be fair and appropriateappropriate consistent with the procedures of the Depositary. The Trustee shall make the selection from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them Notes the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part1,000, to the extent practicable. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Issuer promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all In the case of any partial redemption, selection of the Notes are to for redemption will be redeemed at any time, made by the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed (as notified to the Trustee in writing by the Issuers), or (b) if the Notes are not so listed, on a pro rata basis to the extent practicable, or, if pro rata is not practicable for any reason, or by lot or by such other methods method as the Trustee shall deem fair and appropriateappropriate (and, in such manner that complies with the requirements of the Depository, if applicable); provided that no Notes of $2,000 (and integral multiples of $1,000 in excess thereof) or less shall be redeemed in part. The Trustee shall make the selection from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple integral multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all In the case of any partial redemption, selection of the Notes are to for redemption will be redeemed at any time, made by the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed (and the Issuers shall notify the Trustee of any such listing), or (b) if the Notes are not so listed, on a pro rata basis to the extent practicable, or, if pro rata is not practicable for any reason, or by lot or by such other methods method as the Trustee shall deem fair and appropriateappropriate (and, in such manner that complies with the requirements of the Depository, if applicable); provided that no Notes of $2,000 (and integral multiples of $1,000 in excess thereof) or less shall be redeemed in part. The Trustee shall make the selection from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple integral multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements requirements, as certified to it by the Company, of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listed, pro rata to the extent practicable, or, if pro rata is not practicable for any reasonlisted on a national securities exchange, by lot or by such other methods method as the Trustee in its sole discretion shall deem fair and to be appropriate; provided that no Notes of U.S.$100,000 in principal amount or less shall be redeemed in part. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. The Trustee may select for redemption portions (equal to integral multiples of the principal U.S.$1,000) of Notes that have denominations larger than $2,000. Notes and portions U.S.$100,000 in principal amount, provided that the unredeemed portion of them the Trustee selects any Note shall be a minimum of U.S. $100,000 in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in partamount. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer than all In the case of any partial redemption of the Notes, and the Notes are to Global Notes, they will be redeemed at any timeselected for redemption in accordance with DTC procedures. If the Notes are not Global Notes, the Trustee shall will select the Notes to be redeemed for redemption: (ai) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or listed; or (bii) if the Notes are not so listed, pro rata to the extent practicable, or, if pro rata is not practicable for any reason, by lot or by such other methods method as the Trustee shall deem in its sole discretion deems to be fair and appropriate. However, no Note of $1,000 in principal amount or less shall be redeemed in part. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. Notes in denominations of $1,000 in principal amount may only be redeemed in whole. The Trustee may select for redemption portions of the (equal to $1,000 in principal amount or any integral multiple thereof) of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be 1,000 in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in partamount. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee shall select the Notes to be redeemed (a) if or purchased among the Holders of the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listed, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such in accordance with any other methods method the Trustee shall deem considers fair and appropriate. The In the event of partial redemption by lot, the particular Notes to be redeemed shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption date by the Trustee shall make from the selection from outstanding Notes not previously called for redemption. The Trustee may select shall promptly notify the Company in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount to be redeemed. Notes and portions of them the Trustee selects Notes selected shall be in principal amounts of $2,000 1,000 or a whole multiple multiples of $1,000 (in excess thereof; no Notes the case of Dollar Notes) and in principal amounts of less than $2,000 can be redeemed in part. Except as provided €1,000 or whole multiples of €1,000 (in the preceding sentence, case of Euro Notes). The provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements requirements, as certified to it by FelCor LP, of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) if the Notes are not so listedor, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee in its sole discretion shall deem fair and appropriate; provided that no Notes of $1,000 in principal amount at maturity shall be redeemed in part. Notwithstanding the foregoing, if less than all the Notes are to be redeemed with the proceeds of an Equity Offering, the Trustee shall select the Notes to be redeemed on a pro rata basis or on as nearly a pro rata basis as practicable (subject to the procedures of the Depositary) unless such method is otherwise prohibited. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. Notes in denominations of $1,000 in principal amount at maturity may only be redeemed in whole. The Trustee may select for redemption portions of the (equal to $1,000 in principal amount at maturity or any integral multiple thereof) of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be 1,000 in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in partamount at maturity. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify FelCor LP and the Issuers Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall will select Notes for redemption on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2, based on a method as DTC or its nominee or successor may require or, where such nominee or successor is the Trustee, a method that most nearly approximates pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption by lot, the particular Notes to be redeemed (a) if the Notes are listed on any national securities exchangewill be selected, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are unless otherwise provided herein, not so listed, pro rata less than 15 nor more than 60 days prior to the extent practicable, or, if pro rata is not practicable for any reason, redemption date by lot or by such other methods the Trustee shall deem fair and appropriate. The Trustee shall make from the selection from outstanding Notes not previously called for redemption. The Trustee may select will promptly notify the Issuer in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects shall Notes selected will be in principal amounts of $2,000 or a whole multiple integral multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all In the case of any partial redemption, selection of the Notes are to for redemption will be redeemed at any time, made by the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed (and the Issuers shall notify the Trustee in writing of any such listing), or (b) if the Notes are not so listed, on a pro rata basis to the extent practicable, or, if pro rata is not practicable for any reason, or by lot or by such other methods method as the Trustee shall deem fair and appropriateappropriate (and, in each case, in such manner that complies with the requirements of the Depository, if applicable); provided that no Notes of $2,000 or less shall be redeemed in part. The Trustee shall make the selection from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple integral multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Upon selection, the Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes of any series are to be redeemed at any time, the Trustee shall select the Notes of that series to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes of that series are listed or (b) or, if the Notes of that series are not so listedlisted on a national securities exchange or automated quotation system, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee in its sole discretion shall deem fair and appropriate; PROVIDED that no Note of $1,000 in principal amount or less shall be redeemed in part. The Trustee shall make the selection from the Notes of that series outstanding Notes and not previously called for redemption. Notes in denominations of $1,000 in principal amount may only be redeemed in whole. The Trustee may select for redemption portions of the (equal to $1,000 in principal amount or any integral multiple thereof) of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be 1,000 in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in partamount. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. (a) If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall will select the Notes to be redeemed for redemption as follows: (ai) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or listed; or (bii) if the Notes are not so listedlisted on any national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem deems fair and appropriate. The particular Notes to be redeemed shall be selected, unless otherwise provided herein, not less than 30 days nor more than 60 days prior to the Redemption Date by the Trustee shall make from the selection from outstanding Notes not previously called for redemption. The Trustee may select shall promptly notify the Company in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects selected shall be in principal amounts of $2,000 1,000 or a whole multiple multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part1,000. Except as provided in the preceding sentence, provisions of this the Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed for redemption as follows: (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or listed; (b2) if the Notes are not so listed, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem deems fair and appropriate; or (3) otherwise in accordance with the procedures of DTC; provided, however, that no such partial redemption shall reduce the portion of the principal amount of a Note not redeemed to less than $2,000. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than equal to $2,000. Notes and portions of them the Trustee selects shall be 1,000 in principal amounts of $2,000 amount or a whole any integral multiple of $1,000 in excess thereof; provided, however, that no Notes in such redemption shall reduce the portion of the principal amounts amount of a Note not redeemed to less than $2,000 can be redeemed in part2,000. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer less than all of the 2019 Notes or less than all of the 2021 Notes are to be redeemed at any time, the Trustee shall will select the Notes to be redeemed for redemption or purchase as follows: (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or listed; or (b2) if the Notes are not so listedlisted on any national securities exchange, on a pro rata basis. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the extent practicable, or, if pro rata is not practicable for any reason, redemption date by lot or by such other methods the Trustee shall deem fair and appropriate. The Trustee shall make from the selection from outstanding Notes not previously called for redemption. The Trustee may select will promptly notify the Issuer in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption or purchase, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects shall Notes selected will be in principal amounts of $2,000 or a whole an integral multiple of $1,000 in excess thereofof $2,000; provided that no 2019 Notes in principal amounts and no 2021 Notes of less than $2,000 can or less shall be redeemed in part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all In the case of any partial redemption, selection of the Notes are to for redemption will be redeemed at any time, made by the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed (and the Issuer shall notify the Trustee of such listing), or (b) if the Notes are not so listed, on a pro rata basis to the extent practicable, or, if pro rata is not practicable for any reason, or by lot or by such other methods method as the Trustee shall deem fair and appropriateappropriate (and, in such manner that complies with the requirements of the Depository, if applicable); provided that no Notes of $2,000 (and integral multiples of $1,000 in excess thereof) or less shall be redeemed in part. The Trustee shall make the selection from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple integral multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Issuer promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timepursuant to Paragraph 5 of the Notes, the Trustee shall select the Notes to be redeemed (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the such Notes are listed or (b2) if the such Notes are not so listedthen listed on a national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem may reasonably determine is fair and appropriate, provided that no partial redemption will reduce the principal amount of a Note to less than $1,000; and provided, further, that if a partial redemption is made with the proceeds of an Equity Offering then the selection of the Notes or portions thereof for redemption shall be made by the Trustee only on a pro rata basis or on as nearly a pro rata basis as is practicable (subject to the procedures of the Depository), unless such method is prohibited. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Company in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof, to be redeemed. Notes in denominations of $1,000 may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed (a) if by a method that complies with the Notes are listed on any national requirements, as certified to it by the Issuer, of the principal securities exchange, in compliance with the requirements of the principal national securities exchange if any, on which the Notes are listed or (b) if at such time, and in compliance with the Notes are applicable procedures of DTC; provided, however, that no such partial redemption shall reduce the portion of the principal amount of a Note not so listed, pro rata redeemed to the extent practicable, or, if pro rata is not practicable for any reason, by lot or by such other methods the Trustee shall deem fair and appropriateless than $2,000. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than equal to $2,000. Notes and portions of them the Trustee selects shall be 1,000 in principal amounts amount and any integral multiple thereof; provided that no Notes of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of amount or less than $2,000 can may be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Issuer promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption. The Trustee shall not be liable for selections made in accordance with the provisions of this Section 3.03 or for selections made by DTC. Any redemption and notice may, in the Issuer’s discretion, be subject to the satisfaction of one or more conditions precedent.

Selection of Notes to Be Redeemed. (a) If fewer less than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select the Notes to be redeemed (a) if among the Notes are listed on any national securities exchange, Holders in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listed, on a pro rata basis (or, in the case of Global Notes, on as nearly a pro rata basis as is practicable, subject to the extent practicableprocedures of DTC or any other Depositary). In the event of partial redemption by lot, orthe particular Notes to be redeemed shall be selected, if pro rata is unless otherwise provided herein, not practicable for any reason, less than three Business Days (unless a shorter period shall be agreeable to the Trustee) prior to the giving of notice of redemption pursuant to Section 3.03 by lot or by such other methods the Trustee shall deem fair and appropriate. from the outstanding Notes. (b) The Trustee shall make promptly notify the selection from outstanding Company in writing of the Notes not previously called selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof to be redeemed. No Notes in amounts of $2,000 or less shall be redeemed in part. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects Notes selected shall be in principal minimum amounts of $2,000 or a whole multiple multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can . Redemptions pursuant to Section 3.07(b) shall be redeemed in part. Except made on a pro rata basis or on as provided in nearly a pro rata basis as practicable (subject to the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes DTC or portions of Notes to be redeemedother Depositary).

Selection of Notes to Be Redeemed. (a) If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed for redemption on a pro rata basis (a) if the Notes are listed on any national securities exchangeor, in compliance with the requirements case of the principal national securities exchange Global Notes, based on which the Notes are listed or (b) if the Notes are not so listed, a method that most nearly approximates a pro rata to the extent practicable, or, if pro rata is not practicable for any reason, by lot or by such other methods selection as the Trustee shall deem deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. The Trustee shall make the selection from outstanding Notes not previously called for redemption. . (b) The Trustee may select shall promptly notify the Company in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects shall Notes selected will be in principal amounts of $2,000 or integral multiples of $1,000 in excess thereof, and no Notes of $2,000 or less shall be redeemed in part; provided that if all of the Notes of a whole Holder are to be redeemed, the entire outstanding amount of Notes held by such Holder, even if not $2,000 or a multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can , shall be redeemed in partredeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timepursuant to Section 6 of the Notes, the Trustee shall select selection of the Notes to for redemption will be redeemed made by the Trustee either: (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the such Notes are listed or or (b2) if the such Notes are not so listedthen listed on a national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem may reasonably determine is fair and appropriate; provided that no partial redemption will reduce the principal amount of a Note not redeemed to less than $1,000. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Company in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount at maturity thereof, to be redeemed. Notes in denominations of $1,000 in principal amount at maturity may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 in principal amount at maturity or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. (a) If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed among the Holders as follows: (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed listed; or (b2) if the Notes are not so listedlisted on any national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for basis (except that any reason, Notes represented by lot or a Global Note will be selected by such other methods the Trustee shall deem fair and appropriate. method as DTC or its nominee or successor may require). (b) The Trustee shall make promptly notify the selection from outstanding Issuers in writing of the Notes not previously called for redemption. The Trustee may select selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects Notes selected shall be in principal minimum amounts of at least $2,000 or a whole multiple integral multiples of $1,000 in excess thereofof $2,000; no provided, however, that if all of the Notes in principal amounts of less than a Holder are to be redeemed, the entire outstanding amount of Notes held by such Holder, even if not $2,000 can or a multiple of $1,000, shall be redeemed in partredeemed. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select the Notes to be redeemed (a) if among the Holders of the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such in accordance with any other methods method the Trustee shall deem considers fair and appropriateappropriate (and in such manner as complies with applicable legal and stock exchange requirements, if any). The Trustee shall make promptly notify the selection from outstanding Company in writing of the Notes not previously called selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof to be redeemed. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects Notes selected shall be in principal amounts Authorized Denominations; except that if all of $2,000 or the Notes of a whole multiple Holder are to be redeemed, the entire outstanding amount of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can held by such Holder, even if not an Authorized Denomination, shall be redeemed in partredeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timepursuant to Paragraph 5 of the Notes, the Trustee shall select the Notes to be redeemed redeemed: (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the such Notes are listed or or (b2) if the such Notes are not so listedthen listed on a national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reason, basis by lot or by such other methods method as the Trustee shall deem may reasonably determine is fair and appropriate; provided that no partial redemption will reduce the principal amount of a Note not redeemed to less than $1,000; and provided further, that if a partial redemption is made with the proceeds of an Equity Offering then the selection of the Notes or portions thereof for redemption shall be made by the Trustee only on a pro rata basis or on as nearly a pro rata basis as is practicable (subject to the procedures of DTC), unless such method is prohibited. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Company in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount at maturity thereof, to be redeemed. Notes in denominations of $1,000 in principal amount at maturity may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 in principal amount at maturity or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all the Notes are to be redeemed at any timeredeemed, the Trustee shall select selection of the Notes to for redemption will be redeemed (a) if the Notes are listed on any national securities exchange, made in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listedlisted but are in global form, then by lot or otherwise in accordance with the procedures of the Depositary or if the Notes are not listed and not in global form on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the U.S. Trustee shall in its sole discretion will deem to be fair and appropriate. The Trustee shall make the selection from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions , although no note of the $2,000 in original principal of Notes that have denominations larger than $2,000amount or less will be redeemed in part. Notes and portions of them the Trustee selects selected for redemption shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no , to the extent practicable. The Company will redeem Notes in principal amounts of less than $2,000 can be redeemed or less in whole and not in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The If the Notes are being redeemed other than on a pro rata basis, the U.S. Trustee shall notify the Issuers Company promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall will select Notes for redemption on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, by such method as DTC or its nominee or successor may require or, where such nominee or successor is the Trustee, a method that most nearly approximates pro rata selection unless otherwise required by law) unless otherwise required by law or applicable stock exchange or depositary requirements. Notwithstanding the foregoing, no Notes of $2,000 or less can be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, pro rata to the extent practicable, or, if pro rata is not practicable for any reason, by lot or by such other methods the Trustee shall deem fair and appropriatepart. The Trustee shall make will promptly notify the selection from outstanding Company in writing of the Notes not previously called for redemption. The Trustee may select selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects shall Notes selected will be in principal minimum amounts of $2,000 or a whole multiple multiples of $1,000 in excess thereof; no except that if all of the Notes in principal amounts of less than $2,000 can a Holder are to be redeemed in partredeemed, the entire outstanding amount of Notes held by such Holder shall be redeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall will select the Notes to be redeemed for redemption on a by lot basis (a) if the Notes are listed on any national securities exchangeor, in compliance the case of Notes issued in global form, based on a method that most nearly approximates a by lot selection) unless otherwise required by law or applicable stock exchange requirements; provided, however, that so long as DTC serves as a Depositary for Notes issued in global form, any redemption will comply with the applicable procedural requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, pro rata DTC with respect to the extent practicable, or, if pro rata is not practicable for any reason, by lot or by such other methods the Trustee shall deem fair and appropriate. The Trustee shall make the selection from outstanding Notes not previously called for redemption. The Trustee may select will promptly notify the Issuer in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects shall Notes selected will be in principal minimum amounts of $2,000 or a whole multiple multiples of $1,000 in excess thereof; no except that if all of the Notes in principal amounts of less than $2,000 can a Holder are to be redeemed in partredeemed, the entire outstanding amount of Notes held by such Holder shall be redeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall will select Notes for redemption on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method as DTC or its nominee or successor may require or, where such nominee or successor is the Trustee, a method that most nearly approximates pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption by lot, the particular Notes to be redeemed (a) if the Notes are listed on any national securities exchangewill be selected, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are unless otherwise provided herein, not so listed, pro rata less than 30 nor more than 60 days prior to the extent practicable, or, if pro rata is not practicable for any reason, redemption date by lot or by such other methods the Trustee shall deem fair and appropriate. The Trustee shall make from the selection from outstanding Notes not previously called for redemption. The Trustee may select will promptly notify the Issuers in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects shall Notes selected will be in principal amounts of $2,000 or a whole multiple multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timetime and such Notes are not listed on any national securities exchange, the Trustee Trustee, in its sole discretion, shall select (or cause to be selected) the Notes to be redeemed (a) if on a pro rata basis, by lot or in accordance with any other method the Trustee considers fair and appropriate. If such Notes are listed on any national securities exchange, the Trustee will select such Notes for redemption in compliance with the requirements of such exchange. In the principal national securities exchange on which event of partial redemption, the particular Notes are listed or (b) if the Notes are to be redeemed shall be selected, unless otherwise provided herein, not so listed, pro rata less than 30 nor more than 60 days prior to the extent practicable, or, if pro rata is not practicable for any reason, redemption date by lot or by such other methods the Trustee shall deem fair and appropriate. The Trustee shall make from the selection from outstanding Notes not previously called for redemption. The Trustee may select shall promptly notify the Issuer in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects Notes selected shall be in principal amounts of $2,000 or a whole multiple integral multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. (a) If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed among the Holders of the Notes as follows: (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed listed; or (b2) if the Notes are not so listedlisted on any national securities exchange, on a pro rata to basis or in accordance with the extent practicable, or, if pro rata is not practicable for any reason, by lot or by such other methods the Trustee shall deem fair and appropriate. applicable procedures of DTC. (b) The Trustee shall make promptly notify the selection from outstanding Issuers in writing of the Notes not previously called for redemption. The Trustee may select selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects Notes selected shall be in principal amounts of $2,000 or a whole multiple integral multiples of $1,000 in excess thereofof $2,000; no except that if all of the Notes in principal amounts of less than a Holder are to be redeemed, the entire outstanding amount of Notes held by such Holder, even if not $2,000 can or a multiple of $1,000, shall be redeemed in partredeemed. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee shall select the Notes to be redeemed for redemption or repurchase as follows: (ai) if the Notes are listed on any national securities exchangelisted, in compliance with the requirements of the principal national securities exchange on which the Notes are listed listed; or (bii) if the Notes are not so listed, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem fair and appropriate. The Trustee shall make promptly notify the selection from outstanding Issuers in writing of the Notes not previously called for redemption. The Trustee may select selected for redemption portions and, in the case of any Note selected for partial redemption or purchase, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed or purchased. Notes and portions of them the Trustee selects Notes selected shall be in principal amounts of $2,000 1,000 or whole multiples of $1,000, except that if all of the Notes of a whole Holder are to be redeemed, the entire outstanding amount of Notes held by such Holder, even if not a multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can 1,000, shall be redeemed in partor purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes redemption or portions of Notes to be redeemedpurchase.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listedlisted on a national securities exchange, pro rata to the extent practicable, or, if pro rata is not practicable for any reasonrata, by lot or by such other methods method as the Trustee in its sole discretion shall deem to be fair and appropriate; provided that no Notes of $2,000 in principal amount or less shall be redeemed in part. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. The Trustee may select for redemption portions (equal to integral multiples of the principal $1,000) of Notes that have denominations larger than $2,000. Notes and portions 2,000 in principal amount; provided that the unredeemed portion of them the Trustee selects any Note shall be in principal amounts a minimum of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in partamount. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Issuer and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer the Issuer is redeeming less than all of the Notes are to be redeemed issued by it at any time, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchanges on which the Notes are listed or or, (b) if the Notes are not so listedlisted on a securities exchange, on a pro rata basis to the extent practicable, or, if pro rata is not practicable for any reason, or by lot or by such other methods method as the Trustee in its sole discretion shall deem fair and appropriate; provided that no such partial redemption shall reduce the portion of the principal amount of a Note not redeemed to less than $1,000. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of equal to $1,000 in excess principal amount or any integral multiple thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Issuer and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. (a) If fewer the Company has elected to redeem less than all the Notes are pursuant to be redeemed at any timeSection 4.01 of this Indenture, the Trustee shall shall, within five (5) Business Days after receiving the notice specified in Section 4.02, select the Notes to be redeemed (a) if the Notes are listed redeemed, on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, a pro rata to the extent practicable, or, if pro rata is not practicable for basis or in accordance with any reason, by lot or by such other methods method the Trustee shall deem considers reasonably fair and appropriate. The Trustee shall make the such selection from Notes then outstanding Notes and not already to be redeemed by virtue of having been previously called for redemption. The Trustee may select for redemption portions of the principal amount of Notes that have denominations larger than $2,0001,000 principal amount. Notes and portions of them the Trustee selects for redemption shall be in principal amounts of $2,000 1,000 principal amount or a whole multiple integral multiples of $1,000 principal amount. The Trustee shall promptly notify the Company in excess thereof; no writing of the Notes in selected for redemption and the principal amounts amount thereof to be redeemed. (b) The Registrar need not register the transfer of less than $2,000 can be or exchange any Notes that have been selected for redemption, except the unredeemed portion of the Notes being redeemed in part. Except as provided in The Registrar need not issue, authenticate, register the preceding sentencetransfer of or exchange any Note for a period of fifteen (15) days before selecting, provisions of pursuant to this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify Section 4.03, the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed for redemption as follows: (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or listed; (b2) if the Notes are not so listed, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem deems fair and appropriate; or (3) otherwise in accordance with the procedures of Depositary; provided, however, that no such partial redemption shall reduce the portion of the principal amount of a Note not redeemed to less than $2,000. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than equal to $2,000. Notes and portions of them the Trustee selects shall be 1,000 in principal amounts of $2,000 amount or a whole any integral multiple of $1,000 in excess thereof; provided, however, that no Notes in such redemption shall reduce the portion of the principal amounts amount of a Note not redeemed to less than $2,000 can be redeemed in part2,000. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, pro rata to the extent practicable, or, if pro rata is not practicable for any reasona PRO RATA basis, by lot or by in such other methods fair and reasonable manner chosen at the discretion of the Trustee; PROVIDED, HOWEVER, that if a partial redemption is made with the proceeds of an Equity offering, selection of the Notes or portion thereof for redemption shall be made by the Trustee shall deem fair and appropriateonly on a PRO RATA basis, unless such method is otherwise prohibited. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Company in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof to be redeemed. Notes in denominations of $1,000 may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any timeon the Mandatory Redemption Date, the Trustee shall select selection of the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, will be made in compliance accordance with the requirements of the principal national securities exchange on which the Applicable Procedures. The particular Notes are listed or (b) if the Notes are to be redeemed shall be selected, unless otherwise provided herein, not so listed, pro rata less than 2 Business Days nor more than 8 Business Days prior to the extent practicable, or, if pro rata is not practicable for any reason, Mandatory Redemption Date by lot or by such other methods the Trustee shall deem fair and appropriate. The Trustee shall make from the selection from outstanding Notes not previously called for redemption. The Trustee may select shall promptly notify the Issuer in writing of the Notes selected for redemption portions of and the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects Notes selected shall be in principal amounts minimum denominations of $2,000 or a whole multiple 1.00 and integral multiples of $1,000 1.00 in excess thereof; no Notes in principal amounts denominations of $1.00 or less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions of this Indenture except that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly if all of the Notes or portions of Notes a Holder are to be redeemed, the entire outstanding amount of Notes held by such Holder shall be redeemed, even if not in a principal amount of at least $1.00.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any timepursuant to paragraph 5(a) or 5(c) of the Notes, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listedthen listed on a national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by in such other methods manner as the Trustee in its sole discretion shall deem fair and appropriate. Selection of the Notes to be redeemed pursuant to paragraph 5(b) of the Notes shall be made by the Trustee only on a pro rata basis or on as nearly a pro rata basis as is practicable (subject to the procedures of the Depository) based on the aggregate principal amount of Notes held by each Holder. The Trustee shall make the selection from outstanding the Notes then outstanding, subject to redemption and not previously called for redemption. The Trustee may select for redemption pursuant to paragraph 5 of the Notes portions of the principal amount of Notes that have denominations equal to or larger than $2,0001,000 principal amount. Notes and portions of them that the Trustee so selects shall be in principal amounts of $2,000 1,000 principal amount or a whole multiple of $1,000 in excess integral multiples thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall will select the Notes to be redeemed (a) if among the Holders of the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such in accordance with any other methods method the Trustee shall deem considers fair and appropriate. The In the event of partial redemption by lot, the particular Notes to be redeemed shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the Redemption Date by the Trustee shall make from the selection from outstanding Notes not previously called for redemption. The Trustee may select shall promptly notify the Company in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects shall Notes selected will be in principal amounts of $2,000 or a whole multiple 1,000 and integral multiples of $1,000 in excess thereof; provided that no Notes in principal amounts of less than $2,000 can or less shall be redeemed in part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select the Notes to be redeemed (a) on a pro rata basis, by lot or in such other fair and reasonable manner chosen at the discretion of the Trustee; provided, however, that if a partial redemption is made with the proceeds of a Public Equity Offering, selection of the Notes are listed or portion thereof for redemption shall be made by the Trustee only on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, a pro rata basis to the extent practicable, or, if pro rata unless such method is not practicable for any reason, by lot or by such other methods the Trustee shall deem fair and appropriateotherwise prohibited. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Company in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof to be redeemed. Notes in denominations of $1,000 may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance by a method that complies with the requirements requirements, as certified to it by the Issuer, of the principal national securities exchange or automated quotation system, if any, on which the Notes are listed or (b) at such time or, if the Notes are not so listedlisted on a securities exchange or automated quotation system, pro rata to the extent practicable, or, if pro rata is not practicable for any reasonrata, by lot or by such other methods method as the Trustee in its sole discretion shall deem fair and appropriate; provided that no such partial redemption shall reduce the portion of the principal amount of a Note not redeemed to less than £20,000. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be equal to £20,000 in principal amounts of $2,000 amount or a whole any integral multiple of $1,000 £1 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Issuer and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption. The Trustee will not be liable for selections made by it in accordance with the provisions of this Section 3.03.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem determine to be fair and appropriate; provided, however, that if a partial redemption is made with the proceeds of a Public Equity Offering, selection of the Notes or portion thereof for redemption shall be made by the Trustee only on a pro rata basis, unless such a method is prohibited. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Company in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof to be redeemed. Notes in denominations of $1,000 may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) if the Notes are not so listed, pro rata to the extent practicable, or, if pro rata is not practicable for any reasonlisted on a national securities exchange, by lot or by such other methods method as the Trustee in its sole discretion shall deem to be fair and appropriate; provided that no Notes of DM 1,000 in principal amount at maturity or less shall be redeemed in part. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. Notes in denominations of DM 1,000 in principal amount at maturity may only be redeemed in whole. The Trustee may select for redemption portions of the (equal to DM 1,000 in principal amount at maturity or any integral multiple thereof) of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be DM 1,000 in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in partamount at maturity. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timepursuant to Section 5 of the Notes, the Trustee shall select selection of the Notes to for redemption will be redeemed made by the Trustee either: (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the such Notes are listed or or (b2) if the such Notes are not so listedthen listed on a national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem may reasonably determine is fair and appropriate; provided that no partial redemption will reduce the principal amount of a Note not redeemed to less than $1,000. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Company in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount at maturity thereof, to be redeemed. Notes in denominations of $1,000 in principal amount at maturity may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 in principal amount at maturity or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all In the case of any partial redemption, selection of the Notes are to for redemption will be redeemed at any time, made by the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed (and the Issuer shall notify the Trustee of any such listing), or (b) if the Notes are not so listed, on a pro rata basis to the extent practicable, or, if pro rata is not practicable for any reason, or by lot or by such other methods method as the Trustee shall deem fair and appropriateappropriate (and, in such manner that complies with the requirements of the Depository, if applicable); provided that no Notes of $2,000 (and integral multiples of $1,000 in excess thereof) or less shall be redeemed in part. The Trustee shall make the selection from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple integral multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Issuer promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes of any series are to be redeemed at any time, the Trustee shall select the Notes to be redeemed of such series for redemption as follows: (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or listed; (b2) if the Notes are not so listed, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem deems fair and appropriate; or (3) otherwise in accordance with the procedures of DTC; provided, however, that no such partial redemption shall reduce the portion of the principal amount of a Note not redeemed to less than $2,000. The Trustee shall make the selection from the Notes of such series outstanding Notes and not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than equal to $2,000. Notes and portions of them the Trustee selects shall be 1,000 in principal amounts of $2,000 amount or a whole any integral multiple of $1,000 in excess thereof; provided, however, that no Notes in such redemption shall reduce the portion of the principal amounts amount of a Note not redeemed to less than $2,000 can be redeemed in part2,000. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall will select Notes for redemption on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2, based on a method as DTC or its nominee or successor may require or, where such nominee or successor is the Trustee, a method that most nearly approximates pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption by lot, the particular Notes to be redeemed (a) if the Notes are listed on any national securities exchangewill be selected, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are unless otherwise provided herein, not so listed, pro rata less than 30 nor more than 60 days prior to the extent practicable, or, if pro rata is not practicable for any reason, redemption date by lot or by such other methods the Trustee shall deem fair and appropriate. The Trustee shall make from the selection from outstanding Notes not previously called for redemption. The Trustee may select will promptly notify the Issuer in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects shall Notes selected will be in principal amounts of $2,000 or a whole multiple integral multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes being redeemed are listed or (b) or, if the Notes are not so listedlisted on a national securities exchange, on a pro rata to the extent practicablebasis, or, if pro rata is not practicable for any reason, by lot provided that no Notes of a principal amount of $1.00 or by such other methods the Trustee less shall deem fair and appropriatebe redeemed in part. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. The Trustee shall promptly notify the Issuers in writing of such Notes selected for redemption and, in the case of Notes selected for partial redemption, the principal amount to be redeemed. The Trustee may select for redemption portions of the principal amount of Notes that have denominations larger than $2,0001.00. Notes and portions of them thereof the Trustee selects shall be in principal amounts of $2,000 1.00 or a whole multiple integral multiples of $1,000 in excess thereof; no 1.00. No Notes in principal amounts that have denominations of $1.00 or less than $2,000 can shall be redeemed in partselected by the Trustee for partial redemption. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timepursuant to the provisions of this Indenture, the Trustee shall select the Notes to be redeemed (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the such Notes are listed or (b2) if the such Notes are not so listedthen listed on a national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem may reasonably determine is fair and appropriate. The Trustee shall make the selection from the applicable Notes outstanding Notes and not previously called for redemption and shall promptly notify the Company in writing of the applicable Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof, to be redeemed. No Notes of a principal amount of $1,000 or less shall be redeemed in part and Notes of a principal amount in excess of $1,000 may be redeemed in part in multiples of $1,000 only. The Trustee may select for redemption portions (equal to $1,000 or any integral multiple thereof) of the principal amount of applicable Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to applicable Notes called for redemption also apply to portions of applicable Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select selection of the Notes to be redeemed (a) will be made by the Trustee on a pro rata basis, by lot or in such other fair and reasonable manner chosen at the discretion of the Trustee; provided, however, that if a partial redemption is made with the proceeds of a public equity offering, selection of the Notes are listed or portion thereof for redemption shall be made by the Trustee only on any national securities exchangea pro rata basis, unless such method is otherwise prohibited, or, in all cases, notice is given to the Trustee that redemption must be in compliance with the requirements of the principal national securities exchange Securities exchange, if any, on which the Notes are listed or (b) if listed. selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof to be redeemed. Notes are not so listed, pro rata to the extent practicable, or, if pro rata is not practicable for any reason, by lot or by such other methods the Trustee shall deem fair and appropriate. The Trustee shall make the selection from outstanding Notes not previously called for redemptionin denominations of $1,000 may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timepursuant to Paragraph 5 of the Notes, the Trustee shall select the Notes to be redeemed (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the such Notes are listed or (b2) if the such Notes are not so listedthen listed on a national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee in its sole discretion shall deem to be fair and appropriate, provided, that no partial redemption will reduce the principal amount of a Note not redeemed to less than $1,000. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Company in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof, to be redeemed. Notes in denominations of $1,000 in principal amount may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 in principal amount or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes of either series are to be redeemed at any time, the Trustee shall select the Notes to be redeemed of such series for redemption as follows: (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes of the applicable series are listed or listed; (b2) if the Notes of the applicable series are not so listed, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem deems fair and appropriate; or (3) otherwise in accordance with the procedures of DTC; provided, however, that no such partial redemption shall reduce the portion of the principal amount of a Note of such series not redeemed to less than $2,000. The Trustee shall make the selection from the Notes of such series outstanding Notes and not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than equal to $2,000. Notes and portions of them the Trustee selects shall be 1,000 in principal amounts of $2,000 amount or a whole any integral multiple of $1,000 in excess thereof; provided, however, that no Notes in such redemption shall reduce the portion of the principal amounts amount of a Note not redeemed to less than $2,000 can be redeemed in part2,000. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer than all In the case of any partial redemption of a Series of the Notes, selection of the Cash Pay Notes are to or PIK Election Notes, as applicable, for redemption will be redeemed at any time, made by the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the such Notes are listed listed, or (b) if the such Notes are not so listed, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem fair and appropriateappropriate (and in such manner as complies with applicable legal requirements); provided that no Notes of $2,000 or less shall be redeemed in part. The Trustee shall make the selection from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Issuer promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all In the case of any partial redemption pursuant to Section 3.01(a) or Section 3.01(b), selection of the Notes are to for redemption will be redeemed at any time, made by the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listedlisted on a national securities exchange, pro rata to the extent practicable, or, if pro rata is not practicable for any reasonPRO RATA, by lot or by such other methods method as the Trustee in its sole discretion shall deem to be fair and appropriate; PROVIDED that any partial redemption pursuant to Section 3.01(b) shall only be selected PRO RATA as among the Holders; PROVIDED FURTHER that no Note of $1,000, in principal amount at maturity or less shall be redeemed in part; PROVIDED FURTHER that the principal amount at maturity of any Notes left outstanding will not be less than $100,000. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer than all In the case of any partial redemption, selection of the Notes are to for redemption will be redeemed at any time, made by the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed (and the Issuers shall notify the Trustee in writing of any such listing), or (b) if the Notes are not so listed, on a pro rata basis to the extent practicable, or, if pro rata is not practicable for any reason, or by lot or by such other methods method as the Trustee shall deem fair and appropriateappropriate (and, in each case, in such manner that complies with the requirements of the Depository, if applicable); provided that no Notes of $2,000 or less shall be redeemed in part. The Trustee shall make the selection from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple integral multiples of $1,000 1.00 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Upon selection, the Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements requirements, as certified to it by the Company, of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listed, listed on a national securities exchange or automated quotation system on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee in its sole discretion shall deem fair and appropriateappropriate and/or in accordance with guidelines set by the Depositary; provided that no Note of $2,000 in principal amount or less shall be redeemed in part. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. Notes in denominations of $2,000 in principal amount may only be redeemed in whole. The Trustee may select for redemption portions (equal to $2,000 in principal amount or multiples of the principal $1,000 in excess thereof) of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be 2,000 in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in partamount. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timepursuant to the provisions of this Indenture, the Trustee shall select the Notes to be redeemed (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the such Notes are listed or (b2) if the such Notes are not so listedthen listed on a national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem may reasonably determine is fair and appropriate, provided, that if any such partial redemption is made with the proceeds of an Equity Offering, the Trustee will select the Notes only on a pro rata basis or on as nearly a pro rata basis as is practicable (subject to DTC procedures), unless such method is otherwise prohibited. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Company in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof, to be redeemed. No Notes of $1,000 or less shall be redeemed in part. Notes of a principal amount in denominations of $1,000 may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 or any integral multiple thereof) of the principal amount of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to will be redeemed selected for redemption as follows: (a1) if the Notes are listed on any national securities exchange, by the Trustee in compliance with the requirements of the principal national securities exchange on which the Notes are listed listed; or (b2) if the Notes are not so listedlisted on any national securities exchange, by the Trustee on a pro rata to the extent practicable, basis (or, if pro rata is not practicable in the case of Global Notes, shall be selected for any reason, redemption by lot or by such other methods the Trustee shall deem fair and appropriateDepositary based on the Depositary’s applicable procedures). The Trustee shall make will promptly notify the selection from outstanding Issuers in writing of the Notes not previously called for redemption. The Trustee may select selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects shall Notes selected will be in principal minimum amounts of $2,000 or a whole multiple multiples of $1,000 in excess thereof; no thereof except that if all of the Notes in principal amounts of less than $2,000 can a Holder are to be redeemed in partredeemed, the entire outstanding amount of Notes held by such Holder shall be redeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select the Notes to be redeemed pro rata or by lot or by any other method the Trustee considers fair and appropriate or as required by the Applicable Procedures (a) if so long as such method is not prohibited by the Notes are listed on any national securities exchange, in compliance with the requirements rules of the principal national securities New York Stock Exchange or any other stock exchange on which the Notes are listed or (b) if the Notes are not so then listed, pro rata to the extent practicable, or, if pro rata is not practicable for any reason, by lot or by such other methods the Trustee shall deem fair and appropriateas applicable). The Trustee shall make the selection within seven days from its receipt of the notice from the Company delivered pursuant to Section 11.03 from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in minimum principal amounts of $2,000 1,000 or a whole multiple integral multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part1,000. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption in whole also apply to portions of Notes called for redemptionredemption in part. The Trustee shall notify the Issuers Company promptly of the Notes or portions of Notes to be redeemed. If any Note selected for partial redemption is converted in part, the converted portion of such Note shall be deemed (so far as may be) to be the portion selected for redemption. Notes which have been converted during a selection of Notes to be redeemed may be treated by the Trustee as outstanding for the purpose of such selection.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall will select the Notes to be redeemed (a) if the Notes are listed on any national securities exchangeNotes, or portions thereof, for redemption in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listedlisted on a national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee in its sole discretion shall deem to be fair and appropriate. The Trustee shall make the selection from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes ; provided that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple no Note of $1,000 in excess thereof; no Notes in principal amounts of amount or less than $2,000 can shall be redeemed in part. Except as provided If any Note is to be redeemed in part only, the notice of redemption relating to such Note shall state the portion of the principal amount thereof to be redeemed. A new Note in principal amount equal to the unredeemed portion thereof will be issued in the preceding sentence, provisions name of this Indenture that apply to Notes called for redemption also apply the Holder thereof upon cancellation of the original Note. to portions of Notes called for redemption. The Trustee shall notify the Issuers Company and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select selection of the Notes to be redeemed (a) if will be made by the Notes are listed on any national securities exchange, Trustee in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listedthen listed on a national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by in such other methods fair and reasonable manner chosen at the discretion of the Trustee; provided, however, that if a partial redemption is made with the proceeds of a Public Equity Offering, selection of the Notes or portion thereof for redemption shall be made by the Trustee shall deem fair and appropriateonly on a pro rata basis, unless such method is otherwise prohibited. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Issuers in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof to be redeemed. Notes in denominations of $1,000 may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all --------------------------------- the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed (a) if by such method as the Notes are listed on any national securities exchange, in compliance Trustee shall deem fair and appropriate and that complies with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed listed, or (b) if the Notes are not so listed, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reason, by lot or by such other methods the Trustee shall deem fair and appropriate. The Trustee shall make the selection from outstanding basis; provided that no Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of or less than $2,000 can shall be --- ---- -------- redeemed in part. Except In selecting Notes to be redeemed pursuant to this Section 3.02, the Trustee shall make such adjustments, reallocations and eliminations as provided in it shall deem proper so that the preceding sentenceprincipal amount of each Note to be redeemed shall be $1,000 or an integral multiple thereof, provisions by increasing, decreasing or eliminating any amount less than $1,000 which would be allocable to any Holder. Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. (a) If fewer less than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select the Notes to be redeemed (a) if among the Notes are listed Noteholders on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such in accordance with any other methods method the Trustee shall deem considers fair and appropriate. appropriate (and in such manner as complies with applicable legal and stock exchange requirements, if any); provided, however, that if a partial redemption is made with the proceeds of an Equity (b) The Trustee shall make promptly notify the selection from outstanding Company in writing of the Notes not previously called for redemption. The Trustee may select selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects shall may be redeemed in principal amounts of $2,000 or a whole multiple part in multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in partamount only. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify . (c) Notice of redemption will be sent, by first class mail, postage prepaid, at least 30 days prior to the Issuers promptly of the date fixed for redemption to each Holder whose Notes or portions of Notes are to be redeemedredeemed at the last address for such Holder then shown on the registry books.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any timepursuant to paragraph 5 of the Notes, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements requirements, if any, of the principal national any securities exchange on which the Notes are listed or (b) if the Notes are not so listedor, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by in such other methods manner as the Trustee shall deem fair and appropriate. Selection of the Notes to be redeemed pursuant to paragraph 6 of the Notes shall be made by the Trustee only on a pro rata basis or on as nearly a pro rata basis as is practicable (subject to the procedures of the Depository) based on the aggregate principal amount of Notes held by each Holder. The Trustee shall make the selection from outstanding the Notes then outstanding, subject to redemption and not previously called for redemption. The Trustee may select for redemption pursuant to paragraph 5 or 6 of the Notes, portions of the principal amount of Notes that have denominations equal to or larger than $2,0001,000 principal amount. Notes and portions of them the Trustee so selects shall be in principal amounts of $2,000 1,000 principal amount or a whole multiple of $1,000 in excess integral multiples thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall will select Notes for redemption on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method as DTC or its nominee or successor may require or, where such nominee or successor is the Trustee, a method that most nearly approximates pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption by lot, the particular Notes to be redeemed (a) if the Notes are listed on any national securities exchangewill be selected, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are unless otherwise provided herein, not so listed, pro rata less than 30 nor more than 60 days prior to the extent practicable, or, if pro rata is not practicable for any reason, redemption date by lot or by such other methods the Trustee shall deem fair and appropriate. The Trustee shall make from the selection from outstanding Notes not previously called for redemption. The Trustee may select will promptly notify the Issuer in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects shall Notes selected will be in principal amounts of $2,000 or a whole multiple integral multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer ‌ (a) In the event that less than all of the Notes are to be redeemed at any time, the Indenture Trustee shall select the particular Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange or market, if any, on which the Notes are then listed or (b) or, if the Notes are not so listedthen listed on a securities exchange or market, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such any other methods method as the Indenture Trustee shall deem fair and appropriateappropriate (or such other basis as required by the applicable depositary for the Notes). The Trustee shall make the selection from outstanding No Notes not previously called for redemption. The Trustee of a principal amount of U.S.$200,000 or less may select for redemption portions of the principal of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided part and Notes of a principal amount in excess of U.S.$200,000 may be redeemed in multiples of U.S.$1,000 only. (b) The Indenture Trustee shall promptly notify the Issuer in writing of the Notes selected for redemption and, in the preceding sentencecase of any Note selected for partial redemption, provisions the principal amount thereof to be redeemed. Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify At least five days prior to the Issuers promptly date any notice of the Notes or portions of Notes partial redemption is to be redeemeddelivered to the Holders, the Issuer shall provide notice thereof to the Indenture Trustee in order for it to make such selection.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select the Notes to be redeemed (a) on a pro rata basis, by lot or in such other fair and appropriate manner chosen at the discretion of the Trustee and, if the Notes are listed on any national securities exchange, in compliance by a method that complies with the requirements of such exchange; provided, however, that if partial redemption is made with the principal national securities exchange on which proceeds of a Equity Offering prior to April 15, 2001, selection of the Notes are listed or (b) if portions thereof for redemption shall be made by the Notes are not so listed, Trustee only on a pro rata to the extent practicable, or, if pro rata basis unless such method is not practicable for any reason, by lot or by such other methods the Trustee shall deem fair and appropriateotherwise prohibited. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Company in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof to be redeemed. Notes in denominations of $1,000 may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the --------------------------------- Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements requirements, as certified to it by the Company, of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listed, pro rata to the extent practicable, or, if pro rata is not practicable for any reasonlisted on a national securities exchange or automated quotation system, by lot or by such other methods method as the Trustee in its sole discretion shall deem fair and appropriate; provided that no Note of $1,000 in principal amount at maturity or less shall be redeemed in part. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. Notes in denominations of $1,000 in principal amount at maturity may only be redeemed in whole. The Trustee may select for redemption portions of the (equal to $1,000 in principal amount at maturity or any integral multiple thereof) of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be 1,000 in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in partamount at maturity. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer less than all the --------------------------------- Notes are to be redeemed at any time, the Trustee shall select selection of the Notes to be redeemed (a) if shall be made by the Notes are listed Trustee, on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, a pro rata to the extent practicable, or, if pro rata is not practicable for any reason, basis or by lot or by such any other methods means the Trustee shall deem determines to be fair and appropriate. The Trustee shall make appropriate and that complies with applicable legal and securities exchange requirements, provided that the selection from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of in part only Notes that have in denominations larger than $2,000US$1,000. In selecting Notes and portions of them to be redeemed pursuant to this Section 3.03, the Trustee selects shall make such adjustments, reallocations and eliminations as it shall deem proper so that the principal amount of each Note to be redeemed shall be in principal amounts of $2,000 US$1,000 or a whole an integral multiple of $1,000 in excess thereof; no Notes in principal amounts of , by increasing, decreasing or eliminating any amount less than $2,000 can US$1,000 which would be redeemed allocable to any Holder. The Trustee in its discretion may determine the particular Notes (if there are more than one) registered in the name of any Holder which are to be redeemed, in whole or in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all In the case of any partial redemption of the Notes, and the Notes are to Global Notes, they will be redeemed at any timeselected for redemption in accordance with DTC procedures. If the Notes are not Global Notes, the Trustee shall will select the Notes to be redeemed for redemption: (ai) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or listed; or (bii) if the Notes are not so listed, pro rata to the extent practicable, or, if pro rata is not practicable for any reason, by lot or by such other methods method as the Trustee shall deem in its sole discretion deems to be fair and appropriate. However, no Note of $2,000 in principal amount or less shall be redeemed in part. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. Notes in denominations of $2,000 in principal amount may only be redeemed in whole. The Trustee may select for redemption portions (equal to $2,000 in principal amount or any integral multiple of the principal $1,000 in excess thereof) of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be 2,000 in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in partamount. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes of any series are to be redeemed at any time, the Trustee shall select the Notes of that series to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes of that series are listed or (b) or, if the Notes of that series are not so listedlisted on a national securities exchange or automated quotation system, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee in its sole discretion shall deem fair and appropriate; PROVIDED that no Note of $1,000 in principal amount or less shall be redeemed in part. The Trustee shall make the selection from the Notes of that series outstanding Notes and not previously called for redemption. Notes in denominations of $1,000 in principal amount may only be redeemed in whole. The Trustee may select for redemption portions of the (equal to $1,000 in principal amount or any integral multiple thereof) of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be 1,000 in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in partamount. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Issuer and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed or purchased at any time, the Trustee shall shall, upon prior written request of the Issuers, select the Notes to be redeemed (a) if the Notes are listed or purchased on a pro rata basis, and in any national securities exchange, case in compliance accordance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, pro rata Applicable Procedures to the extent practicableapplicable. In the event of partial redemption by lot, orthe particular Notes to be redeemed shall be selected, if pro rata is unless otherwise provided herein, not practicable for any reason, less than 10 days nor more than 60 days prior to the Redemption Date by lot or by such other methods the Trustee shall deem fair and appropriate. The Trustee shall make from the selection from outstanding Notes not previously called for redemption. The Trustee may select shall promptly notify the Issuers in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of amount thereof to be redeemed. No Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed or purchased in part, except that if all of the Notes of a Holder are to be redeemed, the entire outstanding amount of Notes held by such Holder shall be redeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall will select Notes for redemption on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, by such method as DTC or its nominee or successor may require or where such nominee or successor is the Trustee, a method that most nearly approximates pro rata selection as the Trustee deems fair and appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements. In the event of partial redemption by lot, the particular Notes to be redeemed (a) if the Notes are listed on any national securities exchangewill be selected, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are unless otherwise provided herein, not so listed, pro rata less than 30 nor more than 60 days prior to the extent practicable, or, if pro rata is not practicable for any reason, redemption date by lot or by such other methods the Trustee shall deem fair and appropriate. The Trustee shall make from the selection from outstanding Notes not previously called for redemption. The Trustee may select will promptly notify the Issuers in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects shall Notes selected will be in principal amounts of $2,000 or a whole multiple multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any timeredeemed, the Registrar or Indenture Trustee shall select the Notes to be redeemed (a) if among the Holders of the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such in accordance with any other methods method the Indenture Trustee shall deem considers fair and appropriate, provided that no Notes of $1,000 original principal amount or less shall be redeemed in part. The In the event of partial redemption by lot, the particular Notes to be redeemed shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the Redemption Date by the Registrar or Indenture Trustee shall make from the selection from outstanding Notes not previously called for redemption. The Trustee may select Registrar shall promptly notify the Company in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount at maturity thereof to be redeemed. Notes and portions of them the Trustee selects selected shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes original principal amount or whole multiples of $1,000 in original principal amounts of less than $2,000 can be redeemed in partamount. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timepursuant to Paragraph 6 of the Notes, the Trustee shall select the Notes to be redeemed redeemed: (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the such Notes are listed or or (b2) if the such Notes are not so listed, pro rata to the extent practicable, or, if pro rata is not practicable for any reasonthen listed on a national securities exchange, by lot or by such other methods lot; provided that no partial redemption will reduce the Trustee shall deem fair and appropriateprincipal amount of a Note not redeemed to less than $1,000. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Issuers in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount at maturity thereof, to be redeemed. Notes in denominations of $1,000 or less in principal amount at maturity may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 in principal amount at maturity or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. (a) If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed for redemption as follows (ai) if the Notes are listed on any national securities exchange, in compliance with the requirements of the such principal national securities exchange on which the Notes are listed or exchange, or, (bii) if the Notes are not so listed, on a pro rata basis, subject to the extent practicable, or, if pro rata is not practicable for any reason, by lot adjustments so that no Notes of $1,000 or by such other methods the Trustee shall deem fair and appropriate. less will be redeemed in part. (b) The Trustee shall make promptly notify the selection from outstanding Issuer in writing of the Notes not previously called for redemption. The Trustee may select selected for redemption portions and, in the case of any Note selected for partial redemption, the principal amount thereof to be redeemed. No Notes in amounts of Notes that have denominations larger than $2,0001,000 or less shall be redeemed in part. Notes and portions of them the Trustee selects Notes selected shall be in principal amounts of $2,000 1,000 or whole multiples of $1,000; except that if all of the Notes of a whole Holder are to be redeemed, the entire outstanding amount of Notes held by such Holder, even if not a multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can 1,000, shall be redeemed in partredeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall will select Notes for redemption on a pro rata basis unless otherwise required by law or applicable stock exchange requirements. If a pro rata redemption is not permitted as provided above, then the particular Notes to be redeemed (a) if the Notes are listed on any national securities exchangewill be selected by lot and, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are unless otherwise provided herein, shall be so selected, not so listed, pro rata less than 30 nor more than 60 days prior to the extent practicable, or, if pro rata is not practicable for any reason, redemption date by lot or by such other methods the Trustee shall deem fair and appropriate. The Trustee shall make from the selection from outstanding Notes not previously called for redemption. The Trustee may select will promptly notify the Company in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects shall Notes selected will be in principal amounts of $2,000 or a and whole multiple multiples of $1,000 in excess thereof; no except that if all of the Notes in principal amounts of less than a Holder are to be redeemed, the entire outstanding amount of Notes held by such Holder, even if not a multiple of $2,000 can 1,000, shall be redeemed in partredeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem fair and appropriateappropriate . In any proration, the Trustee shall make such adjustments, reallocations and eliminations as it shall deem proper to the end that the principal amount of each Note so prorated shall be equal to an authorized denomination, by increasing or decreasing or eliminating the amount which would be allocable to any Note on the basis of exact proportion by an amount not exceeding $1,000. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. The Trustee shall promptly notify the Company in writing of such Notes selected for redemption and, in the case of Notes selected for partial redemption, the principal amount to be redeemed. The Trustee may select for redemption portions of the principal amount of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of equal to $1,000 in excess or integral multiples thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed for redemption as follows: (a1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or listed; (b2) if the Notes are not so listed, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee shall deem deems fair and appropriate; or (3) otherwise in accordance with the procedures of the Depositary; provided, however, that no such partial redemption shall reduce the portion of the principal amount of a Note not redeemed to less than $2,000. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than equal to $2,000. Notes and portions of them the Trustee selects shall be 1,000 in principal amounts of $2,000 amount or a whole any integral multiple of $1,000 in excess thereof; provided, however, that no Notes in such redemption shall reduce the portion of the principal amounts amount of a Note not redeemed to less than $2,000 can be redeemed in part2,000. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer than all of the Notes of either series are to be redeemed at any timetime and such Notes are not listed on any national securities exchange, the Trustee Trustee, in its sole discretion, shall select (or cause to be selected) the Notes to be redeemed (a) if on a pro rata basis, by lot or in accordance with any other method the Trustee considers fair and appropriate. If such Notes are listed on any national securities exchange, the Trustee will select such Notes for redemption in compliance with the requirements of such exchange. In the principal national securities exchange on which event of partial redemption, the particular Notes are listed or (b) if the Notes are to be redeemed shall be selected, unless otherwise provided herein, not so listed, pro rata less than 30 nor more than 60 days prior to the extent practicable, or, if pro rata is not practicable for any reason, redemption date by lot or by such other methods the Trustee shall deem fair and appropriate. The Trustee shall make from the selection from outstanding Notes not previously called for redemption. The Trustee may select shall promptly notify the Issuers in writing of the Notes selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects Notes selected shall be in principal amounts of $2,000 1,000 or a whole multiple of $1,000 in excess integral multiples thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the --------------------------------- Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements requirements, as certified to it by the Obligors, of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listed, pro rata to the extent practicable, or, if pro rata is not practicable for any reasonlisted on a national securities exchange, by lot or by such other methods method as the Trustee in its sole discretion shall deem fair and appropriate; provided that no Notes of $1,000 in principal amount at maturity or less shall be redeemed in part. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. Notes in denominations of $1,000 in principal amount at maturity may only be redeemed in whole. The Trustee may select for redemption portions of the (equal to $1,000 in principal amount at maturity or any integral multiple thereof) of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be 1,000 in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in partamount at maturity. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Obligors and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select selection of the Notes to be redeemed (a) if will be made by the Notes are listed on any national securities exchange, Trustee in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listedthen listed on a national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by in such other methods fair and reasonable manner chosen at the discretion of the Trustee. The Company shall promptly notify the Trustee shall deem fair and appropriatethe Paying Agent in writing of the date of listing and the name of the securities exchange if and when the Notes are listed on a principal national securities exchange. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Company in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof to be redeemed. Notes in denominations of $1,000 may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall will select Notes for redemption on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, by such method as DTC or its nominee or successor may require or, where such nominee or successor is the Trustee, by pro rata selection or by lot unless otherwise required by law) unless otherwise required by law or applicable stock exchange or depositary requirements. Notwithstanding the foregoing, no Notes of $2,000 or less can be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, pro rata to the extent practicable, or, if pro rata is not practicable for any reason, by lot or by such other methods the Trustee shall deem fair and appropriatepart. The Trustee shall make will promptly notify the selection from outstanding Company in writing of the Notes not previously called for redemption. The Trustee may select selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects shall Notes selected will be in principal minimum amounts of $2,000 or a whole multiple multiples of $1,000 in excess thereof; no except that if all of the Notes in principal amounts of less than $2,000 can a Holder are to be redeemed in partredeemed, the entire outstanding amount of Notes held by such Holder shall be redeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer less than all of the --------------------------------- Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements requirements, as certified to it by the Company, of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listedlisted on a national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee in its sole discretion shall deem fair and appropriate; provided that no Notes of $1,000 in principal amount at maturity or less shall be redeemed in part. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. Notes in denominations of $1,000 in principal amount at maturity may only be redeemed in whole. The Trustee may select for redemption portions of the (equal to $1,000 in principal amount at maturity or any integral multiple thereof) of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be 1,000 in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in partamount at maturity. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, a pro rata to the extent practicablebasis or by lot, or, if pro rata is not practicable for any reason, by lot or by such other methods method in accordance with the procedures of DTC the Trustee shall deem fair and appropriate. The Trustee In the event of partial redemption by lot, the particular Notes to be redeemed shall make be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the selection Redemption Date from the outstanding Notes not previously called for redemption. The Trustee may select shall promptly notify the Issuer in writing of the Notes selected for redemption portions and, in the case of any Notes selected for partial redemption, the principal of Notes that have denominations larger than $2,000amount thereof to be redeemed. Notes and portions of them the Trustee selects Notes selected shall be in principal amounts of $2,000 or a whole multiple multiples of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timeredeemed, selection of the Notes or portions thereof for redemption shall be made by the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listedby lot, pro rata to or in such manner as it shall deem appropriate and fair and in such manner as complies with any applicable legal requirements; provided, however, that if a partial redemption is made with the extent practicableproceeds of a Public Equity Offering, orselection is made with the proceeds of a Public Equity Offering, if selection of the Notes or portions thereof for redemption shall be made by the Trustee only on a pro rata basis, unless such method is not practicable for any reason, by lot or by such other methods the Trustee shall deem fair and appropriateotherwise prohibited. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Issuer in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof to be redeemed. Notes in denominations of $1,000 may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all In the case of any partial redemption of the Notes, selection of the Notes are to for redemption will be redeemed at any time, made by the Trustee shall select the Notes to be redeemed (ai) if the Company gives written notice to the Trustee that the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (bii) if the Company does not give written notice to the Trustee that the Notes are not so listed, on a pro rata to the extent practicable, basis (or, if pro rata is not practicable for any reasonin the case of Notes in global form, by lot or by such other methods the Trustee shall deem fair and appropriateNotes represented thereby will be selected in accordance with the Depositary’s prescribed method). The Trustee shall make the selection from outstanding Notes not previously called for redemption. The Trustee may select for redemption portions of the principal of Notes that have denominations larger than $2,000U.S.$2,000. Notes and portions of them the Trustee selects for redemption shall be in principal minimum amounts of $2,000 U.S.$2,000 or a whole multiple of $1,000 U.S.$1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company promptly of the Notes or portions of Notes to be redeemed. The Trustee may rely upon information provided by the Registrar for purposes of this Section 3.2. The Trustee shall not be liable for the selection made in accordance with this Section 3.2.

Selection of Notes to Be Redeemed. If fewer less than all of --------------------------------- the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements requirements, as certified to it by the Company, of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listedlisted on a national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by such other methods method as the Trustee in its sole discretion shall deem fair and appropriate; provided that no Notes of $ 1,000 in principal amount at maturity or less shall be redeemed in part. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption. Notes in denominations of $1,000 in principal amount at maturity may only be redeemed in whole. The Trustee may select for redemption portions of the (equal to $ 1,000 in principal amount at maturity or any integral multiple thereof) of Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be 1,000 in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in partamount at maturity. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers Company and the Registrar promptly in writing of the Notes or portions of Notes to be redeemedcalled for redemption.

Selection of Notes to Be Redeemed. If fewer (a) In the event that less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed among the Holders on a pro rata basis (aexcept that any Notes represented by a Global Note will be redeemed by such method as the Depositary may require) if the unless otherwise required by law or any applicable depositary or stock exchange requirements; provided, however, that no Notes are listed on any national securities exchange, of $1.00 in compliance with the requirements of the original principal national securities exchange on which the Notes are listed amount or less shall be selected for redemption in part. (b) if On and after the redemption date, unless the Issuer defaults in the payment of the redemption price, interest will cease to accrue on Notes or portions of them called for redemption so long as the Issuer has deposited with the Paying Agent funds in satisfaction of the applicable redemption price pursuant to this Indenture (including accrued and unpaid interest on the Notes are not so listed, pro rata to the extent practicable, or, if pro rata is not practicable for any reason, by lot or by such other methods the Trustee shall deem fair and appropriatebe redeemed). The Trustee shall make promptly notify the selection from outstanding Issuer in writing of the Notes not previously called selected for redemption. The Trustee may select for redemption portions (equal to $1.00 or any integral multiples of $1.00 thereof) of the principal of the Notes that have minimum denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed1.00.

Selection of Notes to Be Redeemed. (a) If fewer less than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select the Notes to be redeemed (a) if among the Holders of the Notes are listed on any national securities exchangenot more than 60 days prior to the redemption date, or otherwise in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listed, on a pro rata basis (or in the case of Global Notes, on as nearly a pro rata basis as is practicable, subject to the extent practicable, or, if pro rata is not practicable for procedures of DTC or any reasonother Depositary), by lot or by such in accordance with any other methods method the Trustee shall deem considers fair and appropriatereasonable. In the event of partial redemption by lot, the particular Notes to be redeemed shall be selected, unless otherwise provided herein, not less than three Business Days (unless a shorter period shall be agreeable to the Trustee) prior to the giving of notice of redemption pursuant to Section 3.03 by the Trustee from the outstanding Notes. (b) The Trustee shall make promptly notify the selection from outstanding Company in writing of the Notes not previously called for redemption. The Trustee may select selected for redemption portions and, in the case of any Note selected for partial redemption, the principal of amount thereof to be redeemed. No Notes that have denominations larger than $2,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can shall be redeemed in part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.in

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select the Notes to be redeemed (a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed or (b) if the Notes are not so listed, a pro rata to the extent practicable, or, if pro rata is not practicable for any reason--- ---- basis, by lot or by in such other methods fair and reasonable manner chosen at the discretion of the Trustee; provided, however, -------- ------- that if a partial redemption is made with the proceeds of an Equity Offering, selection of the Notes or portion thereof for redemption shall be made by the Trustee shall deem fair and appropriateonly on a pro rata --- ---- basis, unless such method is otherwise prohibited. The Trustee shall make the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Company in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof to be redeemed. Notes in denominations of $1,000 may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.

Selection of Notes to Be Redeemed. If fewer than all of the Notes are to be redeemed at any timeredeemed, the Trustee shall select selection of the Notes to be redeemed (a) if will be made by the Notes are listed on any national securities exchange, Trustee in compliance with the requirements of the principal national securities exchange exchange, if any, on which the Notes are listed or (b) or, if the Notes are not so listedthen listed on a national securities exchange, on a pro rata to the extent practicable, or, if pro rata is not practicable for any reasonbasis, by lot or by in such other methods fair and reasonable manner chosen at the discretion of the Trustee. The Company shall promptly notify the Trustee shall deem fair and appropriatethe Paying Agent in writing of the date of listing and the name of the securities exchange if and when the Notes are listed on a principal national securities exchange. The Trustee shall make 112 -39- the selection from the Notes outstanding Notes and not previously called for redemption and shall promptly notify the Company in writing of the Notes selected for redemption and, in the case of any Note selected for partial redemption, the principal amount thereof to be redeemed. Notes in denominations of $1,000 may be redeemed only in whole. The Trustee may select for redemption portions (equal to $1,000 or any integral multiple thereof) of the principal of Notes that have denominations larger than $2,0001,000. Notes and portions of them the Trustee selects shall be in principal amounts of $2,000 or a whole multiple of $1,000 in excess thereof; no Notes in principal amounts of less than $2,000 can be redeemed in part. Except as provided in the preceding sentence, provisions Provisions of this Indenture that apply to Notes called for redemption also apply to portions of Notes called for redemption. The Trustee shall notify the Issuers promptly of the Notes or portions of Notes to be redeemed.