Common use of Deposited Money and U Clause in Contracts

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01. Escrow of Proceeds 83 Section 12.02. Special Mandatory Redemption 83 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 79 SECTION 9.06. Reinstatement 79 SECTION 9.07. Moneys Held by Paying Agent 80 SECTION 9.08. Moneys Held by Trustee 80 -iii- Table of Contents Page ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee 80 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee 81 SECTION 10.03. Special Mandatory Redemption 83 Section 12.03Limitation of Guarantee 82 SECTION 10.04. Release of Escrowed Property Guarantor 82 SECTION 10.05. Waiver of Subrogation 82 ARTICLE ELEVEN MISCELLANEOUS SECTION 11.01. Trust Indenture Act Controls 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02SECTION 11.02. Notices 84 Section 13.0383 SECTION 11.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Section 13.0484 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0584 SECTION 11.05. Statements Required in Certificate or and Opinion 85 Section 13.06SECTION 11.06. Rules by Trustee and Agents 86 Section 13.0785 SECTION 11.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Legal Holidays 85 SECTION 11.08. Governing Law; Waiver of Jury Trial Law 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10SECTION 11.09. No Adverse Interpretation of Other Agreements 86 Section 13.11SECTION 11.10. No Recourse Against Others 86 SECTION 11.11. Successors 86 Section 13.12SECTION 11.12. Severability Multiple Counterparts 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16SECTION 11.13. Table of Contents, Headings, Etcetc. 88 Section 13.1787 SECTION 11.14. USA PATRIOT Act 88 Separability 87 EXHIBITS Exhibit A. Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE B. Form of Legend for Rule 144A Notes and Other Notes That Are Restricted Notes B-1 Exhibit B FORM OF CERTIFICATE OF TRANSFER C. Form of Legend for Regulation S Note C-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE D. Form of Legend for Global Note D-1 Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS E. Form of Certificate To Be Delivered in Connection with Transfers to Non-QIB Accredited Investors E-1 Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE F. Form of Certificate To Be Delivered in Connection with Transfers Pursuant to Regulation S F-1 Exhibit G. Form of Guarantee G-1 Table of Contents INDENTURE, dated as of October 6July 9, 2014 2010, among AECOM Technology CorporationPHIBRO ANIMAL HEALTH CORPORATION, a Delaware corporation New York corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages hereto and U.S. Bank National AssociationHSBC BANK USA, NATIONAL ASSOCIATION, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: Holders. ARTICLE ONE

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 87 SECTION 9.06. Reinstatement 87 SECTION 9.07. Moneys Held by Paying Agent 87 SECTION 9.08. Moneys Held by Trustee 88 Page ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow of Proceeds 83 Section 12.02Guarantee 88 SECTION 10.02. Special Mandatory Redemption 83 Section 12.03[Reserved] 89 SECTION 10.03. Release of Escrowed Property 83 Page Guarantor 89 SECTION 10.04. Waiver of Subrogation 89 ARTICLE THIRTEEN ELEVEN MISCELLANEOUS Section 13.01SECTION 11.01. TIA Controls 84 Section 13.02[Reserved] 90 SECTION 11.02. Notices 84 Section 13.0390 SECTION 11.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04[Reserved] 91 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0591 SECTION 11.05. Statements Required in Certificate or and Opinion 85 Section 13.0691 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.0792 SECTION 11.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Business Days; Legal Holidays 92 SECTION 11.08. Governing Law; Law 92 SECTION 11.09. Waiver of Jury Trial 86 Section 13.0992 SECTION 11.10. [Intentionally Omitted] 86 Section 13.10Force Majeure 92 SECTION 11.11. No Adverse Interpretation of Other Agreements 86 Section 13.1193 SECTION 11.12. No Recourse Against Others 93 SECTION 11.13. Successors 86 Section 13.1293 SECTION 11.14. Severability 86 Section 13.13Multiple Counterparts 93 SECTION 11.15. Counterpart Originals 86 Section 13.14. Acts Act of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1694 SECTION 11.16. Table of Contents, Headings, Etcetc. 88 Section 13.1795 SECTION 11.17. Separability 95 SECTION 11.18. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as 95 ARTICLE TWELVE COLLATERAL AND SECURITY SECTION 12.01. Security Documents; Additional Collateral 95 SECTION 12.02. Collateral Agent 96 SECTION 12.03. Release of October 6Collateral 97 SECTION 12.04. Filing, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed Recording and Opinions 98 SECTION 12.05. Limitation on the signature pages hereto and U.S. Bank National Association, as Duty of Trustee (as defined below). The Company has duly authorized the execution and delivery in Respect of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONECollateral; Indemnification 98

Deposited Money and U. S. Government Obligations Securities to Be Held in Trust; Other Miscellaneous Provisions 83 29 SECTION 8.06. Satisfaction and Discharge 30 SECTION 8.07. Repayment to Issuer 30 SECTION 8.08. Reinstatement 30 SECTION 8.09. Survival 31 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.019 AMENDMENT, SUPPLEMENT AND WAIVER SECTION 9.01. Escrow Without Consent of Proceeds 83 Section 12.02Holder 31 SECTION 9.02. Special Mandatory Redemption 83 Section 12.03With Consent of Holders of Notes 32 SECTION 9.03. Compliance with Trust Indenture Act 33 SECTION 9.04. Revocation and Effect of Consents 33 SECTION 9.05. Trustee and Agents to Sign Amendments 33 Page ARTICLE 10 NOTE GUARANTEES SECTION 10.01. Note Guarantees 33 SECTION 10.02. Limitation on Liability 34 SECTION 10.03. Successors and Assigns 34 SECTION 10.04. No Waiver 34 SECTION 10.05. Release of Escrowed Property 83 Page Subsidiary Guarantor 35 SECTION 10.06. Contribution 35 ARTICLE THIRTEEN 11 MISCELLANEOUS Section 13.01SECTION 11.01. TIA Trust Indenture Act Controls 84 Section 13.0235 SECTION 11.02. Notices 84 Section 13.0335 SECTION 11.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.0437 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0537 SECTION 11.05. Statements Required in Certificate or Opinion 85 Section 13.0637 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.0737 SECTION 11.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0837 SECTION 11.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.1038 SECTION 11.09. No Adverse Interpretation of Other Agreements 86 Section 13.1138 SECTION 11.10. Successors 86 Section 13.1238 SECTION 11.11. Severability 86 Section 13.1338 SECTION 11.12. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1638 SECTION 11.13. Table of Contents, Headings, Etc. 88 Section 13.1738 SECTION 11.14. USA PATRIOT Act 88 Force Majeure 38 SECTION 11.15. Patriot Act. 38 EXHIBITS Exhibit A-1 FORM A Form of Note DELPHI CORPORATION RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 2022 NOTE Exhibit A-2 FORM 1939 AND SENIOR INDENTURE, DATED AS OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as FEBRUARY 14, 2013 Section of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery Trust Indenture Act of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below1939 Section(s) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEIndenture ss. 310 (a) (1) 7.10 (a) (2) 7.10 (a) (3) N.A.

Deposited Money and U. S. Government Obligations Securities to Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 46 SECTION 8.06. Satisfaction and Discharge. 47 SECTION 8.07. Repayment to Company. 47 SECTION 8.08. Reinstatement. 48 SECTION 8.09. Survival. 48 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.019 AMENDMENT, SUPPLEMENT AND WAIVER 48 SECTION 9.01. Escrow Without Consent of Proceeds 83 Section 12.02Holder. Special Mandatory Redemption 83 Section 12.0348 SECTION 9.02. With Consent of Holders of Notes. 49 SECTION 9.03. Compliance with Trust Indenture Act. 50 SECTION 9.04. Revocation and Effect of Consents. 50 SECTION 9.05. Trustee to Sign Amendments. 50 ARTICLE 10 SUBSIDIARY GUARANTEES 51 SECTION 10.01. Subsidiary Guarantees. 51 SECTION 10.02. Limitation on Liability. 52 SECTION 10.03. Successors and Assigns. 52 SECTION 10.04. No Waiver. 52 SECTION 10.05. Release of Escrowed Property 83 Page Subsidiary Guarantor. 52 SECTION 10.06. Contribution. 53 ARTICLE THIRTEEN 11 MISCELLANEOUS Section 13.0153 SECTION 11.01. TIA Controls 84 Section 13.02Trust Indenture Act Controls. Notices 84 Section 13.0353 SECTION 11.02. Notices. 53 SECTION 11.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04Notes. 55 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05Precedent. 55 SECTION 11.05. Statements Required in Certificate or Opinion 85 Section 13.06Opinion. 55 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.07Agents. 55 SECTION 11.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Stockholders. 55 SECTION 11.08. Governing Law; Waiver of Jury Trial 86 Section 13.09Trial. [Intentionally Omitted] 86 Section 13.1056 SECTION 11.09. No Adverse Interpretation of Other Agreements 86 Section 13.11Agreements. Successors 86 Section 13.1256 SECTION 11.10. Severability 86 Section 13.13Successors. 56 SECTION 11.11. Severability. 56 SECTION 11.12. Counterpart Originals 86 Section 13.14Originals. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1656 SECTION 11.13. Table of Contents, Headings, Etcetc. 88 56 SECTION 11.14. Force Majeure. 56 EXHIBITS EXHIBIT A Form of Note XXXX CORPORATION RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939 AND INDENTURE Section 13.17. USA PATRIOT of Trust Indenture Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below1939 Section(s) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEIndenture ss. 310 (a) (1) 7.10 (a) (2) 7.10 (a) (3) N.A.

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 57 SECTION 8.06. Repayment to Company 57 SECTION 8.07. Reinstatement 57 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01IX AMENDMENT, SUPPLEMENT AND WAIVER 57 SECTION 9.01. Escrow Without Consent of Proceeds 83 Section 12.02Holders 57 SECTION 9.02. Special Mandatory Redemption 83 Section 12.03With Consent of Holders 59 SECTION 9.03. Revocation and Effect of Consents 60 SECTION 9.04. Notation on or Exchange of Notes 60 SECTION 9.05. Trustee to Sign Amendments, etc 60 Page ARTICLE X GUARANTEES 61 SECTION 10.01. Guarantee 61 SECTION 10.02. Limitation on Guarantor Liability 62 SECTION 10.03. Execution and Delivery. 62 SECTION 10.04. Subrogation 62 SECTION 10.05. Benefits Acknowledged 62 SECTION 10.06. Release of Escrowed Property 83 Page Guarantees 62 ARTICLE THIRTEEN XI SATISFACTION AND DISCHARGE 63 SECTION 11.01. Satisfaction and Discharge 63 SECTION 11.02. Application of Trust Money 64 ARTICLE XII MISCELLANEOUS Section 13.0164 SECTION 12.01. TIA Controls 84 Section 13.02Reserved 64 SECTION 12.02. Notices 84 Section 13.0364 SECTION 12.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04[Reserved]. 65 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05Precedent. 65 SECTION 12.05. Statements Required in Certificate or Opinion 85 Section 13.0666 SECTION 12.06. Rules by Trustee and Agents 86 Section 13.0766 SECTION 12.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0866 SECTION 12.08. Governing Law; Law 66 SECTION 12.09. Waiver of Jury Trial 86 Section 13.0966 SECTION 12.10. [Intentionally Omitted] 86 Section 13.10Force Majeure 66 SECTION 12.11. No Adverse Interpretation of Other Agreements 86 Section 13.1166 SECTION 12.12. Successors 86 Section 13.1267 SECTION 12.13. Severability 86 Section 13.1367 SECTION 12.14. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1667 SECTION 12.15. Table of Contents, Headings, Etcetc 67 SECTION 12.16. 88 Section 13.17Reserved 67 SECTION 12.17. USA PATRIOT Act 88 67 SECTION 12.18. No Qualification Under the Trust Indenture Act 67 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE A Form of Note Exhibit B FORM OF CERTIFICATE OF TRANSFER Form of Certificate of Transfer Exhibit C FORM OF CERTIFICATE OF EXCHANGE Form of Certificate of Exchange Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Form of Supplemental Indenture to Be Delivered by Subsequent Guarantors Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE Form of Transferee Letter of Representation INDENTURE, dated as of October 6March 14, 2014 among AECOM Technology Corporation2019, between The Xxxxxxx Xxxxxx Company, a Delaware Massachusetts corporation (together with any successor hereunder, the “Company”), Xxxxxx’x, Inc., a Delaware corporation (together with any successor hereunder, “Carter’s”) and the Subsidiary other Guarantors (as defined belowherein) listed on the signature pages hereto and U.S. Bank Xxxxx Fargo Bank, National Association, a national banking association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONETrustee.

Deposited Money and U. S. Government Obligations Securities to Be Held in Trust; Other Miscellaneous Provisions 83 50 SECTION 8.06. Satisfaction and Discharge 51 SECTION 8.07. Repayment to Company 51 SECTION 8.08. Reinstatement 51 SECTION 8.09. Survival 52 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.019 AMENDMENT, SUPPLEMENT AND WAIVER SECTION 9.01. Escrow Without Consent of Proceeds 83 Section 12.02Holder 52 SECTION 9.02. Special Mandatory Redemption 83 Section 12.03With Consent of Holders of Notes 52 SECTION 9.03. Release Compliance with Trust Indenture Act 54 SECTION 9.04. Revocation and Effect of Escrowed Property 83 Page Consents 54 SECTION 9.05. Trustee to Sign Amendments 54 ARTICLE THIRTEEN MISCELLANEOUS Section 13.0110 SUBORDINATION SECTION 10.01. TIA Controls 84 Section 13.02Agreement to Subordinate 54 SECTION 10.02. Notices 84 Section 13.03Liquidation, Dissolution, Bankruptcy 55 SECTION 10.03. Communication Default on Senior Debt 55 SECTION 10.04. Occurrence of an Event of Default 56 SECTION 10.05. When Distribution Must Be Paid Over 56 SECTION 10.06. Subrogation 56 SECTION 10.07. Relative Rights 56 SECTION 10.08. Notice: Subordination May Not Be Impaired by the Company 56 SECTION 10.09. Rights of Trustee and Paying Agents 57 SECTION 10.10. Distribution or Notice to Representative 57 SECTION 10.11. Not to Prevent Events of Default or Limit Rights to Accelerate 57 SECTION 10.12. Trustee Moneys Not Subordinated 57 SECTION 10.13. Trustee Entitled to Rely 57 SECTION 10.14. Trustee to Effectuate Subordination 58 SECTION 10.15. Trustee Not Fiduciary for Holders of Senior Debt of the Company 58 SECTION 10.16. Amendments 58 SECTION 10.17. Reliance by Holders of Notes with Other Holders of Notes 85 Section 13.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement Debt of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: on Subordination Provisions 58 ARTICLE ONE11

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 79 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01. Escrow of Proceeds 83 Section 12.02. Special Mandatory Redemption 83 Section 12.03. Release of Escrowed Property 83 Page [INTENTIONALLY OMITTED] 79 ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Controls. 79 Section 13.02. Notices 84 Notices. 79 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 Notes. 81 Page Section 13.04. Certificate and Opinion as to Conditions Precedent 85 Precedent. 81 Section 13.05. Statements Required in Certificate or Opinion 85 Opinion. 81 Section 13.06. Rules by Trustee and Agents 86 Agents. 82 Section 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Stockholders. 82 Section 13.08. Governing Law; Waiver of Jury Trial 86 Trial. 82 Section 13.09. [Intentionally Omitted] 86 ]. 82 Section 13.10. No Adverse Interpretation of Other Agreements 86 Agreements. 82 Section 13.11. Successors 86 Successors. 83 Section 13.12. Severability 86 Severability. 83 Section 13.13. Counterpart Originals 86 Originals. 83 Section 13.14. Acts of Holders 87 Holders. 83 Section 13.15. Benefit of Indenture 88 Indenture. 84 Section 13.16. Table of Contents, Headings, Etc. 88 84 Section 13.17. USA PATRIOT Act 88 Act. 84 EXHIBITS Exhibit A-1 FORM OF 2022 2023 NOTE Exhibit A-2 FORM OF 2024 2025 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6November 19, 2014 2015 among AECOM Technology CorporationQorvo, Inc., a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National AssociationMUFG Union Bank, N.A., as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.7506.750% Senior Notes due 2022 2023 (the “2022 2023 Notes”) and its 5.8757.000% Senior Notes due 2024 2025 (the “2024 2025 Notes”). The 2022 2023 Notes and the 2024 2025 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.7506.750% Senior Notes due 2022 2023 and 5.8757.000% Senior Notes due 20242025: ARTICLE ONE

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 129 Section 11.03. Repayment to the Company. 130 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION MISCELLANEOUS 130 Section 12.01. Escrow No Adverse Interpretation of Proceeds 83 Other Agreements. 130 Section 12.02. Special Mandatory Redemption 83 Notices. 130 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 Notes. 132 Section 13.0412.04. Certificate and Opinion as to Conditions Precedent 85 Precedent. 132 Section 13.0512.05. Statements Required in Certificate or Opinion 85 Opinion. 132 Section 13.0612.06. Rules by Trustee and Agents 86 Agents. 133 Section 13.0712.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Stockholders. 133 Section 13.0812.08. Governing Law; Waiver of Jury Trial 86 . 133 Section 13.0912.09. [Intentionally Omitted] 86 Trust Indenture Act Controls. 134 Section 13.1012.10. No Adverse Interpretation of Other Agreements 86 Successors. 134 Section 13.1112.11. Successors 86 Severability. 134 Section 13.12. Severability 86 Section 13.1312.12. Counterpart Originals 86 Originals. 134 Section 13.1412.13. Acts of Holders 87 Holders. 134 Section 13.1512.14. Benefit of Indenture 88 Indenture. 136 Section 13.1612.15. Table of Contents, Headings, Etc. 88 136 Section 13.1712.16. USA PATRIOT Act 88 EXHIBITS Language of Notices, Etc. 136 Section 12.17. Effect of Amended & Restated Indenture. 136 Exhibits: Exhibit A-1 A1 FORM OF 2022 NOTE Exhibit A-2 A2 FORM OF 2024 REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR AMENDED & RESTATED INDENTURE (this “Indenture”), dated as of October 6June 24, 2014 2014, among AECOM Technology CorporationLaredo Petroleum, Inc., a Delaware corporation (formerly Laredo Petroleum Holdings, Inc.) (the “Company”), Laredo Midstream Services, LLC, a Delaware limited liability company (formerly Laredo Gas Services, LLC) (the Subsidiary Guarantors (as defined below) listed on the signature pages hereto “Existing Guarantor”), and U.S. Bank Xxxxx Fargo Bank, National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE.

Deposited Money and U. S. Government Obligations Securities to Be be Held in Trust; Other Miscellaneous Provisions 83 115 Section 8.06. Repayment to Issuers 116 Section 8.07. Reinstatement 116 ARTICLE TWELVE 9 AMENDMENT, SUPPLEMENT AND WAIVER Section 9.01. Without Consent of Holders 116 Section 9.02. With Consent of Holders 117 Section 9.03. Compliance with Trust Indenture Act 119 Section 9.04. Revocation and Effect of Consents 119 Section 9.05. Notation on or Exchange of Notes 119 Section 9.06. Trustee to Sign Amendments, etc. 119 Section 9.07. Additional Voting Terms; Calculation of Principal Amount 120 ARTICLE 10 GUARANTEES Section 10.01. Guarantee 120 Section 10.02. Limitation on Guarantor Liability 122 Section 10.03. Execution and Delivery 122 Section 10.04. Subrogation 122 Section 10.05. Benefits Acknowledged 122 Section 10.06. Release of Guarantees 122 SATISFACTION AND DISCHARGE Section 11.01. Satisfaction and Discharge 123 Section 11.02. Application of Trust Money 124 ARTICLE 12 ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION MATTERS Section 12.01. Escrow of Proceeds 83 Accounts 125 Section 12.02. Special Mandatory Redemption 83 Section 12.03. Release of Escrowed Property 83 125 Section 12.03. Limitations on Activities Prior to the Escrow Release 126 Section 12.04. Trustee Direction to Execute Escrow Agreement 126 Page ARTICLE THIRTEEN 13 MISCELLANEOUS Section 13.01. TIA Trust Indenture Act Controls 84 127 Section 13.02. Notices 84 127 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 128 Section 13.04. Certificate and Opinion as to Conditions Precedent 85 128 Section 13.05. Statements Required in Certificate or Opinion 85 128 Section 13.06. Rules by Trustee and Agents 86 129 Section 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 129 Section 13.08. Governing Law; Law 129 Section 13.09. Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 129 Section 13.10. Force Majeure 129 Section 13.11. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 129 Section 13.12. Severability 86 Successors 130 Section 13.13. Counterpart Originals 86 Severability 130 Section 13.14. Acts of Holders 87 Counterpart Originals 130 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etcetc. 88 130 Section 13.1713.16. USA PATRIOT Patriot Act 88 130 EXHIBITS Exhibit A-1 FORM OF 2022 DOLLAR NOTE Exhibit A-2 FORM OF 2024 EURO NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE INDENTURE, dated as of October 6June 26, 2014 2014, among AECOM Technology CorporationGates Global LLC, a Delaware limited liability company (the “Issuer”), Gates Global Co., a Delaware corporation wholly owned by the Issuer (the “CompanyCo-Issuer” and, together with the Issuer, the “Issuers”), the Subsidiary Guarantors (as defined belowherein) listed on the signature pages hereto and from time to time party hereto, U.S. Bank National Association, as Trustee (Trustee, Escrow Agent, Dollar Transfer Agent and Dollar Registrar, Elavon Financial Services Limited, UK Branch, as defined below). The Company has duly authorized the execution Euro Paying Agent and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) Euro Transfer Agent and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued Elavon Financial Services Limited, as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEEuro Registrar.

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 139 SECTION 8.06. Repayment to Issuer 140 SECTION 8.07. Reinstatement 140 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.019AMENDMENT, SUPPLEMENT AND WAIVER SECTION 9.01. Escrow Without Consent of Proceeds 83 Section 12.02Holders of Notes 140 SECTION 9.02. Special Mandatory Redemption 83 Section 12.03With Consent of Holders of Notes 142 SECTION 9.03. [Reserved] 144 SECTION 9.04. Revocation and Effect of Consents 144 SECTION 9.05. Notation on or Exchange of Notes 145 SECTION 9.06. Trustee and Notes Collateral Agent to Sign Amendments, Etc. 145 ARTICLE 10NOTE GUARANTEES SECTION 10.01. Note Guarantee 145 SECTION 10.02. Limitation on Guarantor Liability 147 SECTION 10.03. Execution and Delivery 147 SECTION 10.04. Subrogation 148 SECTION 10.05. Benefits Acknowledged 148 SECTION 10.06. Release of Escrowed Property 83 Page Note Guarantees 148 ARTICLE THIRTEEN MISCELLANEOUS Section 11SATISFACTION AND DISCHARGE SECTION 11.01. Satisfaction and Discharge of Indenture 149 SECTION 11.02. Application of Trust Money 151 ARTICLE 12COLLATERAL SECTION 12.01. Security Documents 151 SECTION 12.02. Release of Collateral 152 SECTION 12.03. Suits to Protect the Collateral 153 SECTION 12.04. Authorization of Receipt of Funds by the Trustee Under the Security Documents 154 SECTION 12.05. Purchaser Protected 154 SECTION 12.06. Powers Exercisable by Receiver or Trustee 154 SECTION 12.07. Release Upon Termination of the Issuer’s Obligations 154 SECTION 12.08. Notes Collateral Agent 154 SECTION 12.09. Other Limitations 161 ARTICLE 13MISCELLANEOUS SECTION 13.01. TIA Controls 84 Section [Reserved] 162 SECTION 13.02. Notices 84 Section 162 SECTION 13.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 163 SECTION 13.04. Certificate and Opinion as to Conditions Precedent 85 Section 163 SECTION 13.05. Statements Required in Certificate or Opinion 85 Section 164 SECTION 13.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE164

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 76 SECTION 8.08. Repayment to Company 76 SECTION 8.09. Reinstatement 76 SECTION 8.10. Survival 77 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01IX SUPPLEMENTAL INDENTURES SECTION 9.01. Escrow Supplemental Indentures Without Consent of Proceeds 83 Section 12.02Holders 77 SECTION 9.02. Special Mandatory Redemption 83 Section 12.03Supplemental Indentures With Consent of Holders 78 SECTION 9.03. Execution of Supplemental Indentures 79 SECTION 9.04. Effect of Supplemental Indentures 79 SECTION 9.05. Conformity With Trust Indenture Act 79 SECTION 9.06. Reference in Notes to Supplemental Indentures 79 SECTION 9.07. Notice of Supplemental Indenture 79 Page ARTICLE X NOTE GUARANTEES SECTION 10.01. Unconditional Guarantee 79 SECTION 10.02. Execution and Delivery of Guarantee 81 SECTION 10.03. Limitation on Guarantors’ Liability 81 SECTION 10.04. Release of Escrowed Property 83 Page Guarantors from Guarantee 81 SECTION 10.05. Guarantor Contribution 82 ARTICLE THIRTEEN XI MISCELLANEOUS Section 13.01SECTION 11.01. TIA Trust Indenture Act Controls 84 Section 13.0282 SECTION 11.02. Notices 84 Section 13.0382 SECTION 11.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04intentionally omitted 83 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0583 SECTION 11.05. Statements Required in Certificate or Opinion 85 Section 13.0683 SECTION 11.06. Rules by Trustee and Trustee, Paying Agents 86 Section 13.0784 SECTION 11.07. Business Days 84 SECTION 11.08. Governing Law 84 SECTION 11.09. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Shareholders 84 SECTION 11.10. Governing LawNote Purchases by Company and Affiliates. 84 SECTION 11.11. No Security Interest Created. 85 SECTION 11.12. Successors 85 SECTION 11.13. Multiple Originals 85 SECTION 11.14. Table of Contents; Waiver of Jury Trial 86 Section 13.09Headings 85 SECTION 11.15. [Intentionally Omitted] 86 Section 13.10Severability 85 SECTION 11.16. No Adverse Interpretation of Other Agreements 86 Section 13.1185 SECTION 11.17. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 Force Majeure 85 EXHIBITS Exhibit A-1 EXHIBIT A – FORM OF 2022 GLOBAL NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit EXHIBIT B – FORM OF CERTIFICATE OF TRANSFER Exhibit EXHIBIT C – FORM OF CERTIFICATE OF EXCHANGE Exhibit EXHIBIT D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E – FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation EXHIBIT E – FORM OF NOTATION OF GUARANTEE CROSS-REFERENCE TABLE* TIA Section Indenture Section 310(a)(1) 7.09 (the “Company”), the Subsidiary Guarantors a)(2) 7.09 (as defined belowa)(3) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEN.A.

Deposited Money and U. S. Government Obligations Securities to Be Held in Trust; Other Miscellaneous Provisions 83 72 SECTION 8.06. Satisfaction and Discharge 72 SECTION 8.07. Repayment to Issuer 73 SECTION 8.08. Reinstatement 73 SECTION 8.09. Survival 73 Page ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.019 AMENDMENT, SUPPLEMENT AND WAIVER SECTION 9.01. Escrow Without Consent of Proceeds 83 Section 12.02Holder 73 SECTION 9.02. Special Mandatory Redemption 83 Section 12.03With Consent of Holders of Notes 74 SECTION 9.03. Compliance with Trust Indenture Act 75 SECTION 9.04. Revocation and Effect of Consents 75 SECTION 9.05. Trustee and Agents to Sign Amendments 76 ARTICLE 10 NOTE GUARANTEES SECTION 10.01. Note Guarantees 76 SECTION 10.02. Limitation on Liability 77 SECTION 10.03. Successors and Assigns 77 SECTION 10.04. No Waiver 77 SECTION 10.05. Release of Escrowed Property 83 Page Subsidiary Guarantor 77 SECTION 10.06. Contribution 78 ARTICLE THIRTEEN 11 MISCELLANEOUS Section 13.01SECTION 11.01. TIA Trust Indenture Act Controls 84 Section 13.0278 SECTION 11.02. Notices 84 Section 13.0378 SECTION 11.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.0479 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0580 SECTION 11.05. Statements Required in Certificate or Opinion 85 Section 13.0680 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.0780 SECTION 11.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0880 SECTION 11.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.1080 SECTION 11.09. No Adverse Interpretation of Other Agreements 86 Section 13.1181 SECTION 11.10. Successors 86 Section 13.1281 SECTION 11.11. Severability 86 Section 13.1381 SECTION 11.12. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1681 SECTION 11.13. Table of Contents, Headings, Etc. 88 Section 13.1781 SECTION 11.14. USA PATRIOT Act 88 Force Majeure 81 SECTION 11.15. Patriot Act. 81 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Form of 2019 Note Exhibit A-2 FORM OF 2024 NOTE Form of 2021 Note Exhibit B FORM OF CERTIFICATE OF TRANSFER Form of Certificate of Transfer Exhibit C FORM OF CERTIFICATE OF EXCHANGE Form of Certificate of Exchange Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as Form of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance from time to time Be Delivered by Subsequent Guarantors DELPHI CORPORATION RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939 AND INDENTURE, DATED AS OF MAY 17, 2011 Section of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series Trust Indenture Act of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below1939 Section(s) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEIndenture ss. 310 (a) (1) 7.10 (a) (2) 7.10 (a) (3) N.A. (a) (4) N.A. (a) (5) 7.10 (b) 7.08, 7.10 (c) N.A. ss. 311 (a) 7.11 (b) 7.11 (c) N.A. ss. 312 (a) 2.05 (b) 2.05 (c) 2.05 ss. 313 (a) 7.06 (b)(1) N.A. (b)(2) 7.06, 7.07 (c) 7.06 (d) 7.06 ss. 314 (a) 4.03, 4.04 (b) N.A. (c) (1) 11.04 (c) (2) 11.04 (c) (3) N.A. (d) N.A. (e) 11.05 ss. 315 (a) 7.01 (b) 7.05, 11.02 (c) 7.01 (d) 7.01 (e) 6.11 ss. 316 (a) (1) (A) 6.05 (a) (1) (B) 6.04 (a) (2) N.A. (a) (last sentence) 6.11 (b) 6.07 ss. 317 (a) (1) 6.08 (a) (2) 6.09 (b) 2.04 ss. 318 (a) 11.01 (b) N.A.

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 61 Section 15.06. Repayment to Company 62 Section 15.07. Reinstatement 62 Section 15.08. Survival 62 ARTICLE TWELVE ESCROW OF PROCEEDSSIXTEEN SUBORDINATION 62 Section 16.01. Agreement to Subordinate 62 Section 16.02. Distribution on Dissolution, Liquidation and Reorganization; SPECIAL MANDATORY REDEMPTION Subrogation of Debt Securities 63 Section 12.0116.03. Escrow No Payment on Debt Securities in Event of Proceeds 83 Default on Senior Indebtedness 64 Section 12.0216.04. Special Mandatory Redemption 83 Payments on Debt Securities Permitted 64 Section 12.0316.05. Trustee to Effectuate Subordination 64 Section 16.06. Trustee as Holder of Senior Indebtedness 65 Section 16.07. Modification of Terms of Senior Indebtedness 65 Section 16.08. Reliance on Judicial Order or Certificate of Liquidation Agent 65 ARTICLE SEVENTEEN CONVERSION 66 Section 17.01. Applicability; Conversion Privilege 66 Section 17.02. Conversion Procedure; Conversion Price; Fractional Shares 66 Section 17.03. Adjustment of Conversion Price for Common Shares 67 Section 17.04. Consolidation or Merger of the Company 69 Section 17.05. Notice of Adjustment 69 Section 17.06. Notice in Certain Events 69 Section 17.07. Company to Reserve Shares; Registration; Listing 70 Section 17.08. Taxes on Conversion 70 Section 17.09. Conversion After Record Date 70 Section 17.10. Company Determination Final 71 Section 17.11. Trustee’s Disclaimer 71 ARTICLE EIGHTEEN GUARANTEE 71 Section 18.01. Unconditional Guarantee 71 Section 18.02. Execution and Delivery of Guarantee 72 Section 18.03. Limitation on Guarantors’ Liability 73 Section 18.04. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Guarantors from Guarantee 73 Section 13.0118.05. TIA Controls 84 Section 13.02. Notices 84 Section 13.03. Communication by Holders Guarantor Contribution 73 Reconciliation and tie between Trust Indenture Act of Notes with Other Holders of Notes 85 Section 13.04. Certificate 1939 and Opinion as to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability of DirectorsIndenture, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation 20 Trust Indenture Act Section Indenture Section Sec. 310 (the “Company”), the Subsidiary Guarantors a)(1) 6.09 (as defined belowa)(2) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE6.09

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 76 Section 11.03. Repayment to the Company 76 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION SUBORDINATION Section 12.01. Escrow of Proceeds 83 Agreement to Subordinate 76 Section 12.02. Special Mandatory Redemption 83 Liquidation; Dissolution; Bankruptcy 77 Section 12.03. Release Default on Designated Senior Debt 77 Section 12.04. Acceleration of Escrowed Property 83 Page Securities 78 Section 12.05. When Distribution Must Be Paid Over 78 Section 12.06. Notice by the Company 79 Section 12.07. Subrogation 79 Section 12.08. Relative Rights 79 Section 12.09. Subordination May Not Be Impaired by the Company 79 Section 12.10. Distribution or Notice to Representative 80 Section 12.11. Rights of Trustee and Paying Agent 80 Section 12.12. Authorization to Effect Subordination 80 Section 12.13. Trustee Not Fiduciary for Holders of Senior Indebtedness 80 ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Trust Indenture Act Controls 84 81 Section 13.02. Notices 84 81 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 82 Section 13.04. Certificate and Opinion as to Conditions Precedent 85 82 Section 13.05. Statements Required in Certificate or Opinion 85 83 Section 13.06. Rules by Trustee and Agents 86 83 Section 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 83 Section 13.08. Governing Law; Waiver of Jury Trial 86 Law 83 Section 13.09. [Intentionally Omitted] 86 Consent to Jurisdiction 83 Section 13.10. No Adverse Interpretation Form of Other Agreements 86 Documents Delivered to Trustee 84 Section 13.11. Successors 86 84 Section 13.12. Severability 86 Severability. 84 Section 13.13. Counterpart Originals 86 84 Section 13.14. Acts of Holders 87 85 Section 13.15. Benefit of Indenture 88 86 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 86 EXHIBITS Exhibit A-1 A FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR iv INDENTURE dated as of October 6January 10, 2014 among AECOM Technology Corporation2005 between Moog Inc., a Delaware New York corporation (the “"Company”)") and JPMorgan Chase Bank, the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National AssociationN.A., as Trustee (as defined below)trustee. The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.7506.250% Senior Subordinated Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each 2015 to be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee (as defined below) agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750's 6.250% Senior Subordinated Notes due 2022 and 5.875% Senior Notes due 20242015 issued pursuant to this Indenture: ARTICLE ONEONE DEFINITIONS AND INCORPORATION BY REFERENCE

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 81 SECTION 9.06. Reinstatement 81 SECTION 9.07. Moneys Held by Paying Agent 82 SECTION 9.08. Moneys Held by Note Trustee 82 ARTICLE TEN GUARANTEE OF NOTES SECTION 10.01. Guarantee 82 SECTION 10.02. Execution and Delivery of Guarantee 83 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01SECTION 10.03. Escrow Limitation of Proceeds Guarantee 83 Section 12.02. Special Mandatory Redemption 83 Section 12.03SECTION 10.04. Release of Escrowed Guarantor 84 SECTION 10.05. Waiver of Subrogation 84 SECTION 10.06. Additional Waivers 85 ARTICLE ELEVEN COLLATERAL AND SECURITY SECTION 11.01. Security Documents 87 SECTION 11.02. Order of Application 88 SECTION 11.03. Collateral Trustee 88 SECTION 11.04. Authorization of Actions to Be Taken 90 SECTION 11.05. Release of Note Liens 91 SECTION 11.06. Recording and Opinions 92 SECTION 11.07. Certificates of the Issuer 93 SECTION 11.08. Certificates of the Note Trustee 93 SECTION 11.09. Amendment of Security Documents 94 SECTION 11.10. Appointment of Co-Collateral Trustee 95 SECTION 11.11. Permitted Pledge of Joint Venture Equity Interest 96 ARTICLE TWELVE RELEASES SECTION 12.01. General Requirements for Real Property 83 Page Releases 96 SECTION 12.02. Standard Releases 98 SECTION 12.03. Dedications 98 SECTION 12.04. Permitted Construction Indebtedness 99 ARTICLE THIRTEEN MISCELLANEOUS Section SECTION 13.01. TIA Trust Indenture Act Controls 84 Section 99 SECTION 13.02. Notices 84 Section 100 SECTION 13.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Section 101 SECTION 13.04. Certificate and Opinion as to Conditions Precedent 85 Section 101 SECTION 13.05. Statements Required in Certificate or and Opinion 85 Section 101 SECTION 13.06. Rules by Note Trustee and Agents 86 Section 102 SECTION 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section Governing Law 102 SECTION 13.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 102 SECTION 13.09. No Recourse Against Others 102 SECTION 13.10. Successors 102 SECTION 13.11. Successors 86 Section Multiple Counterparts 102 SECTION 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etcetc. 88 Section 13.17103 SECTION 13.13. USA PATRIOT Separability 000 XXXXXXX 13.14. Waiver of Jury Trial 103 SECTION 13.15. Patriot Act 88 103 SECTION 13.16. Intercreditor Agreement 103 EXHIBITS Page Exhibit A. Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE B. Form of Legend for Global Note B-1 Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE C. Form of Guarantee C-1 INDENTURE, dated as of October 6February 25, 2014 2012, among AECOM Technology CorporationXXXXXXX XXXX HOMES, INC., a Delaware corporation California corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages hereto and U.S. Bank National AssociationBANK NATIONAL ASSOCIATION, as Note Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 NotesNote Trustee”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”)Collateral Trustee. The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: Holders. ARTICLE ONE

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 87 SECTION 9.06. Reinstatement 88 SECTION 9.07. Moneys Held by Paying Agent 88 SECTION 9.08. Moneys Held by Trustee 88 ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee 89 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee 90 SECTION 10.03. Special Mandatory Redemption 83 Section 12.03Subordination of Note Guarantees 90 SECTION 10.04. Limitation of Guarantee 91 SECTION 10.05. Release of Escrowed Property 83 Guarantor 91 SECTION 10.06. Waiver of Subrogation 91 ARTICLE ELEVEN SUBORDINATION OF NOTES SECTION 11.01. Agreement to Subordinate 92 SECTION 11.02. Liquidation; Dissolution; Bankruptcy 92 SECTION 11.03. Default on Designated Senior Debt 93 SECTION 11.04. Acceleration of Securities 94 SECTION 11.05. When Distribution Must Be Paid Over 94 SECTION 11.06. Notice by the Issuer 95 SECTION 11.07. Subrogation 95 SECTION 11.08. Relative Rights 95 SECTION 11.09. Subordination May Not Be Impaired by the Issuer 95 SECTION 11.10. Distribution or Notice to Representative 96 SECTION 11.11. Rights of Trustee and Paying Agent 96 SECTION 11.12. Authorization to Effect Subordination 96 Page ARTICLE THIRTEEN TWELVE MISCELLANEOUS Section 13.01SECTION 12.01. TIA Trust Indenture Act Controls 84 Section 13.0297 SECTION 12.02. Notices 84 Section 13.0397 SECTION 12.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Section 13.0498 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0598 SECTION 12.05. Statements Required in Certificate or and Opinion 85 Section 13.0699 SECTION 12.06. Rules by Trustee and Agents 86 Section 13.0799 SECTION 12.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Business Days; Legal Holidays 99 SECTION 12.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10Law 99 SECTION 12.09. No Adverse Interpretation of Other Agreements 86 Section 13.11100 SECTION 12.10. No Recourse Against Others 100 SECTION 12.11. Successors 86 Section 13.12100 SECTION 12.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16Multiple Counterparts 100 SECTION 12.13. Table of Contents, Headings, Etcetc 100 SECTION 12.14. 88 Section 13.17. USA PATRIOT Act 88 Separability 101 EXHIBITS Exhibit A. Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE B. Form of Legend for Rule 144A Notes and Other Notes That Are Restricted Notes B-1 Exhibit B FORM OF CERTIFICATE OF TRANSFER C. Form of Legend for Regulation S Note C-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE D. Form of Legend for Global Note D-1 Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS E. Form of Certificate To Be Delivered in Connection with Transfers to Non-QIB Accredited Investors E-1 Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE F. Form of Certificate To Be Delivered in Connection with Transfers Pursuant to Regulation S F-1 INDENTURE, dated as of October 6February 23, 2014 2007, among AECOM Technology CorporationMERITAGE HOMES CORPORATION, a Delaware corporation Maryland corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages hereto and U.S. Bank National AssociationXXXXX FARGO BANK, NATIONAL ASSOCIATION, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: Holders. ARTICLE ONE

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 101 SECTION 8.6. Repayment to Company 101 SECTION 8.7. Reinstatement 102 SECTION 8.8. Discharge 102 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01IX AMENDMENT, SUPPLEMENT AND WAIVER 103 SECTION 9.1. Escrow Without Consent of Proceeds 83 Section 12.02Holders of the Notes 103 SECTION 9.2. Special Mandatory Redemption 83 Section 12.03With Consent of Holders of Notes 106 SECTION 9.3. Revocation and Effect of Consents 107 SECTION 9.4. With Consent of Holders of Pari Passu Debt 107 SECTION 9.5. Notation on or Exchange of Notes 107 SECTION 9.6. Trustee and Collateral Trustee to Sign Amendments, Etc. 107 ARTICLE X SUBSIDIARY GUARANTEES 108 SECTION 10.1. Subsidiary Guarantees 108 SECTION 10.2. Execution and Delivery of Guarantee 109 SECTION 10.3. Severability 110 SECTION 10.4. Limitation of Subsidiary Guarantors’ Liability 110 SECTION 10.5. Releases 110 SECTION 10.6. Benefits Acknowledged 111 ARTICLE XI COLLATERAL 112 SECTION 11.1. Collateral and Security Documents 112 SECTION 11.2. Ranking of Liens 112 SECTION 11.3. Non-Impairment of Liens 113 SECTION 11.4. Release of Escrowed Property 83 Page Collateral 113 SECTION 11.5. Relative Rights 114 SECTION 11.6. Authorization of Actions to be Taken by the Trustee Under the Security Documents 115 SECTION 11.7. Authorization of Receipt of Funds by the Collateral Trustee Under the Security Documents 115 SECTION 11.8. Purchaser Protected 115 SECTION 11.9. Powers Exercisable by Receiver or Trustee 116 SECTION 11.10. Release Upon Termination of the Company’s Obligations 116 SECTION 11.11. Collateral Trustee 116 SECTION 11.12. Designations 126 SECTION 11.13. Limitations on Certain Collateral and Perfection Items 126 ARTICLE THIRTEEN XII MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02126 SECTION 12.1. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04126 SECTION 12.2. Certificate and Opinion as to Conditions Precedent 85 Section 13.05128 SECTION 12.3. Statements Required in Certificate or Opinion 85 Section 13.06128 SECTION 12.4. Rules by Trustee and Agents 86 Section 13.07128 SECTION 12.5. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08128 SECTION 12.6. Governing Law; Consent to Jurisdiction; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10129 SECTION 12.7. No Adverse Interpretation of Other Agreements 86 Section 13.11129 SECTION 12.8. Successors 86 Section 13.12129 SECTION 12.9. Severability 86 Section 13.13129 SECTION 12.10. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16Execution in Counterparts 129 SECTION 12.11. Table of Contents, Headings, Etc. 88 Section 13.17130 SECTION 12.12. Acts of Holders 130 SECTION 12.13. Force Majeure 132 SECTION 12.14. Legal Holidays 132 SECTION 12.15. USA PATRIOT Act 88 EXHIBITS 132 Exhibits Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE A Form of Note Exhibit B FORM OF CERTIFICATE OF TRANSFER Form of Certificate of Transfer Exhibit C FORM OF CERTIFICATE OF EXCHANGE Form of Certificate of Exchange Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Form of Supplemental Indenture to Be Delivered by Subsequent Subsidiary Guarantors Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE Form of Senior-Junior Intercreditor Agreement This Indenture, dated as of October 629, 2014 2020, is by and among AECOM Technology CorporationXxxxxx Xxxxxxxxxxx, a Delaware corporation (collectively with successors and assigns, the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages party hereto and U.S. Bank Xxxxx Fargo Bank, National Association, as Trustee trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (in such capacity, the “2022 NotesTrustee”) and its 5.875% Senior Notes due 2024 ), collateral trustee (in such capacity, the “2024 NotesCollateral Trustee”). The 2022 Notes , paying agent and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been doneregistrar. The Company, the Subsidiary Guarantors Guarantors, the Trustee and the Collateral Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined belowherein) of (i) the Company’s 5.7506.875% Senior Secured Notes due 2022 2027 to be issued in an initial aggregate principal amount of $485.0 million on the date hereof (the “Initial Notes”) and 5.875% Senior (ii) Additional Notes due 2024: ARTICLE ONE(as defined herein):

Deposited Money and U. S. Government Obligations obligations to Be Held in Trust; Other Miscellaneous Provisions 83 63 Section 13.06. Reinstatement 63 ARTICLE TWELVE ESCROW OF PROCEEDSXIV SUBORDINATION 63 Section 14.01. Applicability of Article; SPECIAL MANDATORY REDEMPTION Agreement to Subordinate 63 Section 12.0114.02. Escrow Liquidation, Dissolution, Bankruptcy 64 Section 14.03. Default on Senior Indebtedness 64 Section 14.04. Acceleration of Proceeds 83 Payment of Debt Securities 65 Section 12.0214.05. Special Mandatory Redemption 83 When Distribution Must Be Paid Over 65 Section 12.0314.06. Release Subrogation 65 Section 14.07. Relative Rights 65 Section 14.08. Subordination May Not Be Impaired by Company 66 Section 14.09. Rights of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Trustee and Paying Agent 66 Section 13.0114.10. TIA Controls 84 Distribution or Notice to Representative 66 Section 13.0214.11. Notices 84 Article XIV Not to Prevent Defaults or Limit Right to Accelerate 66 Section 13.0314.12. Communication Trust Moneys Not Subordinated 66 Section 14.13. Trustee Entitled to Rely 66 Section 14.14. Trustee to Effectuate Subordination 67 Section 14.15. Trustee Not Fiduciary for Holders of Senior Indebtedness 67 Section 14.16. Reliance by Holders of Notes with Other Holders Senior Indebtedness on Subordination Provisions 67 Note: This table of Notes 85 Section 13.04contents shall not, for any purpose, be deemed to be a part of the Indenture. Certificate and Opinion as CHICAGO BRIDGE & IRON COMPANY N.V. Certain Sections of this Subordinated Indenture relating to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability Sections 310 – 318, inclusive, of Directors, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver the Trust Indenture Act of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association1939, as Trustee amended Trust Indenture Act Section Indenture Section 310(a)(1) 6.09 (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 a)(2) 6.09 (the “2022 Notes”a)(3) and its 5.875% Senior Notes due 2024 N.A. (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantorsa)(4) N.A. (a)(5) 6.09 (b) 6.08, in accordance with its terms6.10 (c) N.A. 311(a) 6.13 (b) 6.13 (c) N.A. 312(a) 7.01, have been done. The Company7.02 (b) 7.02 (c) 7.02 313(a) 7.03 (b)(1) N.A. (b)(2) 7.03 (c) 7.03 (d) 7.03 314(a) 7.04 (a)(4) 1.04, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders 10.04 (as defined belowb) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEN.A. (c)(1) 1.02 (c)(2) 1.02 (c)(3) N.A. (d) N.A. (e) 1.02 (f) N.A. 315(a) 6.01 (b) 6.02 (c) 6.01 (d) 6.01 (e) 5.14 316(a)(last sentence) 1.06 (a)(1)(A) 5.02, 5.12 (a)(1)(B) 5.13 (a)(2) N.A. (b) 5.08 (c) 1.04 317(a)(1) 5.03 (a)(2) 5.04 (b) 10.03 318(a) 1.07 (b) N.A. (c) 1.07

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 Miscellane- ous Provisions. 78 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01. Escrow of Proceeds 83 Section 12.02. Special Mandatory Redemption 83 Section 12.03. Release of Escrowed Property 83 Page [INTENTIONALLY OMITTED] ARTICLE THIRTEEN MISCELLANEOUS 78 Section 13.01. TIA Controls 84 Controls. 78 Section 13.02. Notices 84 Notices. 78 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 Notes. 80 Section 13.04. Certificate and Opinion as to Conditions Precedent 85 Precedent. 80 Section 13.05. Statements Required in Certificate or Opinion 85 Opinion. 80 Section 13.06. Rules by Trustee and Agents 86 Agents. 80 Section 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Stockholders. 81 Section 13.08. Governing Law; Waiver of Jury Trial 86 Trial. 81 Section 13.09. [Intentionally Omitted] 86 ]. 81 Section 13.10. No Adverse Interpretation of Other Agreements 86 Agreements. 81 Section 13.11. Successors 86 Successors. 81 Section 13.12. Severability 86 Severability. 81 Section 13.13. Counterpart Originals 86 Originals. 81 Page Section 13.14. Acts of Holders 87 Holders. 82 Section 13.15. Benefit of Indenture 88 Indenture. 82 Section 13.16. Table of Contents, Headings, Etc. 88 83 Section 13.17. USA PATRIOT Act 88 Act. 83 EXHIBITS Exhibit A-1 A FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 2026 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6July 16, 2014 2018 among AECOM Technology CorporationQorvo, Inc., a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National AssociationMUFG Union Bank, N.A., as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.7505.50% Senior Notes due 2022 2026 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONENotes:

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 37 Section 4.06. Reinstatement. 37 ARTICLE TWELVE ESCROW OF PROCEEDSV REMEDIES Section 5.01. Events of Default. 37 Section 5.02. Acceleration of Maturity; SPECIAL MANDATORY REDEMPTION Rescission and Annulment. 38 Section 12.015.03. Escrow Collection of Debt and Suits for Enforcement by Trustee. 39 Section 5.04. Trustee May File Proofs of Claim. 40 Section 5.05. Trustee May Enforce Claims Without Possession of Securities. 40 Section 5.06. Application of Money Collected. 40 Section 5.07. Limitation on Suits. 41 Section 5.08. Unconditional Right of Holders to Receive Principal, Premium and Interest. 41 Section 5.09. Restoration of Rights and Remedies. 41 Section 5.10. Rights and Remedies Cumulative. 42 Section 5.11. Delay or Omission Not Waiver. 42 Section 5.12. Control by Holders. 42 Section 5.13. Waiver of Past Defaults. 42 Section 5.14. Undertaking for Costs. 43 Section 5.15. Waiver of Stay, Extension or Usury Laws. 43 Section 5.16. Remedies Subject to Applicable Law. 43 ARTICLE VI THE TRUSTEE Section 6.01. Duties of Trustee. 43 Section 6.02. Notice of Defaults. 44 Section 6.03. Certain Rights of Trustee. 45 Section 6.04. Trustee Not Responsible for Recitals, Dispositions of Securities or Application of Proceeds 83 Thereof. 46 Section 12.026.05. Special Mandatory Redemption 83 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 May Hold Securities; Collections; etc. 46 Section 13.076.06. No Personal Liability Money Held in Trust. 46 Section 6.07. Compensation and Indemnification of DirectorsTrustee and Its Prior Claim. 46 Section 6.08. Conflicting Interests. 47 Section 6.09. Trustee Eligibility. 47 Section 6.10. Resignation and Removal; Appointment of Successor Trustee. 47 Section 6.11. Acceptance of Appointment by Successor. 48 Section 6.12. Merger, OfficersConversion, Employees and Stockholders 86 Section 13.08Consolidation or Succession to Business. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE49

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 86 SECTION 9.06. Reinstatement. 87 SECTION 9.07. Moneys Held by Paying Agent. 87 SECTION 9.08. Moneys Held by Trustee. 87 ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee. 88 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee. Special Mandatory Redemption 83 Section 12.0389 SECTION 10.03. Limitation of Guarantee. 89 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor. 90 SECTION 10.05. Waiver of Subrogation. 90 ARTICLE THIRTEEN ELEVEN [INTENTIONALLY OMITTED] ARTICLE TWELVE MISCELLANEOUS Section 13.01SECTION 12.01. TIA Controls 84 Section 13.02Trust Indenture Act Controls. Notices 84 Section 13.0391 SECTION 12.02. Communication Notices. 91 SECTION 12.03. Communications by Holders of Notes with Other Holders of Notes 85 Section 13.04Holders. 93 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05Precedent. 93 SECTION 12.05. Statements Required in Certificate or Opinion 85 Section 13.06and Opinion. 93 SECTION 12.06. Rules by Trustee and Agents 86 Section 13.07Agents. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0893 SECTION 12.07. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.1094 SECTION 12.08. No Adverse Interpretation of Other Agreements 86 Section 13.11Agreements. Successors 86 Section 13.1294 SECTION 12.09. Severability 86 Section 13.13No Recourse Against Others. Counterpart Originals 86 Section 13.1494 SECTION 12.10. Acts of Holders 87 Section 13.15Successors. Benefit of Indenture 88 Section 13.1694 SECTION 12.11. Multiple Counterparts. 95 SECTION 12.12. Table of Contents, Headings, Etcetc. 88 Section 13.1795 SECTION 12.13. USA PATRIOT Act 88 Separability. 95 EXHIBITS Page Exhibit A. Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE B. Form of Legend for Global Note B-1 Exhibit B FORM OF CERTIFICATE OF TRANSFER C. Form of Guarantee C-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE D. Form of Legend for Rule 144A Notes and Other Notes That are Restricted Notes D-1 Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS E. Form of Legend for Regulation S Note E-1 Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE F. Form of Certificate To Be Delivered in Connection with Transfers to Non-QIB Accredited Investors F-1 Exhibit G Form of Certificate To Be Delivered in connection with Transfers Pursuant to Regulation S G-1 INDENTURE, dated as of October 6November 22, 2014 2004, among AECOM Technology CorporationXXXXXXX XXXX HOMES, INC., a Delaware corporation California corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages hereto and U.S. Bank National AssociationBANK NATIONAL ASSOCIATION, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEHolders.

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 60 SECTION 9.06. Reinstatement 61 SECTION 9.07. Moneys Held by Paying Agent 61 SECTION 9.08. Moneys Held by Trustee 61 Page ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee 62 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee 63 SECTION 10.03. Special Mandatory Redemption 83 Section 12.03Limitation of Guarantee 63 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor 64 SECTION 10.05. Waiver of Subrogation 64 ARTICLE THIRTEEN ELEVEN [INTENTIONALLY OMITTED] ARTICLE TWELVE MISCELLANEOUS Section 13.01SECTION 12.01. TIA Trust Indenture Act Controls 84 Section 13.0265 SECTION 12.02. Notices 84 Section 13.0365 SECTION 12.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Section 13.0466 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0566 SECTION 12.05. Statements Required in Certificate or and Opinion 85 Section 13.0667 SECTION 12.06. Rules by Trustee and Agents 86 Section 13.0767 SECTION 12.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Business Days; Legal Holidays 67 SECTION 12.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.1067 SECTION 12.09. No Adverse Interpretation of Other Agreements 86 Section 13.1168 SECTION 12.10. No Recourse Against Others 68 SECTION 12.11. Successors 86 Section 13.1268 SECTION 12.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16Multiple Counterparts 68 SECTION 12.13. Table of Contents, Headings, Etcetc. 88 Section 13.1769 SECTION 12.14. USA PATRIOT Separability 69 SECTION 12.15. U.S.A. Patriot Act 88 69 SECTION 12.16. Force Majeure 69 EXHIBITS Exhibit A. Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE B. Form of Legend for Rule 144A Notes and Other Notes That Are Restricted Notes B-1 Exhibit B FORM OF CERTIFICATE OF TRANSFER C. Form of Legend for Regulation S Note C-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE D. Form of Legend for Global Note D-1 Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS E. Form of Certificate To Be Delivered in Connection with Transfers to Non-QIB Accredited Investors E-1 Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE F. Form of Certificate To Be Delivered in Connection with Transfers Pursuant to Regulation S F-1 Exhibit G. Form of Guarantee G-1 INDENTURE, dated as of October June 6, 2014 2017, among AECOM Technology CorporationMERITAGE HOMES CORPORATION, a Delaware corporation Maryland corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages hereto and U.S. Bank National AssociationXXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: Holders. ARTICLE ONE

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 55 SECTION 9.06. Reinstatement 55 SECTION 9.07. Moneys Held by Paying Agent 56 SECTION 9.08. Moneys Held by Trustee 56 Table of Contents (continued) Page ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES 56 SECTION 10.01. Escrow Guarantee 56 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee 57 SECTION 10.03. Special Mandatory Redemption 83 Section 12.03Limitation of Guarantee 57 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor 57 SECTION 10.05. Waiver of Subrogation 58 ARTICLE THIRTEEN ELEVEN MISCELLANEOUS Section 13.0158 SECTION 11.01. TIA Controls 84 Section 13.02Trust Indenture Act 58 SECTION 11.02. Notices 84 Section 13.0358 SECTION 11.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Section 13.0459 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0560 SECTION 11.05. Statements Required in Certificate or and Opinion 85 Section 13.0660 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.0760 SECTION 11.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Business Days 61 SECTION 11.08. Governing Law; Law 61 SECTION 11.09. Waiver of Jury Trial 86 Section 13.0961 SECTION 11.10. [Intentionally Omitted] 86 Section 13.10Force Majeure 61 SECTION 11.11. No Adverse Interpretation of Other Agreements 86 Section 13.1161 SECTION 11.12. No Recourse Against Others 61 SECTION 11.13. Successors 86 Section 13.1262 SECTION 11.14. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16Multiple Counterparts 62 SECTION 11.15. Table of Contents, Headings, Etcetc. 88 Section 13.1762 Table of Contents (continued) Page SECTION 11.16. Separability 62 SECTION 11.17. USA PATRIOT Patriot Act 88 62 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE INDENTURE, dated as of October 64, 2014 among AECOM Technology Corporation2021, between MATCH GROUP HOLDINGS II, LLC., a Delaware corporation limited liability company, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, BANK NATIONAL ASSOCIATION as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEONE DEFINITIONS AND INCORPORATION BY REFERENCE

Deposited Money and U. S. Government Obligations obligations to Be Held in Trust; Other Miscellaneous Provisions 83 61 Section 13.06. Reinstatement 61 ARTICLE TWELVE ESCROW OF PROCEEDSXIV SUBORDINATION 62 Section 14.01. Applicability of Article; SPECIAL MANDATORY REDEMPTION Agreement to Subordinate 62 Section 12.0114.02. Escrow Liquidation, Dissolution, Bankruptcy 62 Section 14.03. Default on Senior Indebtedness 62 Section 14.04. Acceleration of Proceeds 83 Payment of Debt Securities 63 Section 12.0214.05. Special Mandatory Redemption 83 When Distribution Must Be Paid Over 63 Section 12.0314.06. Release Subrogation 63 Section 14.07. Relative Rights 64 Section 14.08. Subordination May Not Be Impaired by Company 64 Section 14.09. Rights of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Trustee and Paying Agent 64 Section 13.0114.10. TIA Controls 84 Distribution or Notice to Representative 64 Section 13.0214.11. Notices 84 Article XIV Not to Prevent Defaults or Limit Right to Accelerate 64 Section 13.0314.12. Communication Trust Moneys Not Subordinated 65 Section 14.13. Trustee Entitled to Rely 65 Section 14.14. Trustee to Effectuate Subordination 65 Section 14.15. Trustee Not Fiduciary for Holders of Senior Indebtedness 65 Section 14.16. Reliance by Holders of Notes with Other Holders Senior Indebtedness on Subordination Provisions 65 Note: This table of Notes 85 Section 13.04contents shall not, for any purpose, be deemed to be a part of the Indenture. Certificate and Opinion as HELIX ENERGY SOLUTIONS GROUP, INC. Certain Sections of the this Subordinated Indenture relating to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability Sections 310 — 318, inclusive, of Directors, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver the Trust Indenture Act of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association1939, as Trustee amended Trust Indenture Act Indenture Section Section 310(a)(1) 6.09 (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 a)(2) 6.09 (the “2022 Notes”a)(3) and its 5.875% Senior Notes due 2024 N.A. (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantorsa)(4) N.A. (a)(5) 6.09 (b) 6.08, in accordance with its terms6.10 (c) N.A. 311(a) 6.13 (b) 6.13 (c) N.A. 312(a) 7.01, have been done. The Company7.02 (b) 7.02 (c) 7.02 313(a) 7.03 (b)(1) N.A. (b)(2) 7.03 (c) 7.03 (d) 7.03 314(a) 7.04 (a)(4) 1.04, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders 10.04 (as defined belowb) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEN.A. (c)(1) 1.02 (c)(2) 1.02 (c)(3) N.A. (d) N.A. (e) 1.02 (f) N.A. 315(a) 6.01 (b) 6.02 (c) 6.01 (d) 6.01 (e) 5.14 316(a)(last sentence) 1.01 (a)(1)(A) 5.02, 5.12 (a)(1)(B) 5.13 (a)(2) N.A. (b) 5.08 (c) 1.04 317(a)(1) 5.03 (a)(2) 5.04 (b) 10.03 318(a) 1.07 (b) N.A. (c) 1.07

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 90 SECTION 9.06. Reinstatement 91 SECTION 9.07. Moneys Held by Paying Agent 92 SECTION 9.08. Moneys Held by Trustee 92 ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee 93 SECTION 10.03. Special Mandatory Redemption 83 Section 12.03Subordination of Note Guarantees 94 SECTION 10.04. Limitation of Guarantee 94 SECTION 10.05. Release of Escrowed Property 83 Guarantor 95 SECTION 10.06. Waiver of Subrogation 95 95 ARTICLE ELEVEN SUBORDINATION OF NOTES SECTION 11.01. Agreement to Subordinate 96 SECTION 11.02. Liquidation; Dissolution; Bankruptcy 96 SECTION 11.03. Default on Designated Senior Indebtedness 97 SECTION 11.04. Acceleration of Securities 98 SECTION 11.05. When Distribution Must Be Paid Over 98 SECTION 11.06. Notice by the Issuer 99 SECTION 11.07. Subrogation 99 SECTION 11.08. Relative Rights 99 SECTION 11.09. Subordination May Not Be Impaired by the Issuer 100 SECTION 11.10. Distribution or Notice to Representative 100 SECTION 11.11. Rights of Trustee and Paying Agent 100 SECTION 11.12. Authorization to Effect Subordination 101 Page ARTICLE THIRTEEN TWELVE MISCELLANEOUS Section 13.01SECTION 12.01. TIA Trust Indenture Act Controls 84 Section 13.02101 SECTION 12.02. Notices 84 Section 13.03101 SECTION 12.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Section 13.04103 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05103 SECTION 12.05. Statements Required in Certificate or and Opinion 85 Section 13.06103 SECTION 12.06. Rules by Trustee and Agents 86 Section 13.07104 SECTION 12.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Business Days; Legal Holidays 104 SECTION 12.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10Law 104 SECTION 12.09. No Adverse Interpretation of Other Agreements 86 Section 13.11104 SECTION 12.10. No Recourse Against Others 105 SECTION 12.11. Successors 86 Section 13.12105 SECTION 12.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16Multiple Counterparts 105 SECTION 12.13. Table of Contents, Headings, Etcetc. 88 Section 13.17105 SECTION 12.14. USA PATRIOT Act 88 Separability 105 EXHIBITS Exhibit A. Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE B. Form of Legend for Rule 144A Notes and Other Notes That Are Restricted Notes B-1 Exhibit B FORM OF CERTIFICATE OF TRANSFER C. Form of Legend for Regulation S Note C-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE D. Form of Legend for Global Note D-1 Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS E. Form of Certificate To Be Delivered in Connection with Transfers to Non-QIB Accredited Investors E-1 Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE F. Form of Certificate To Be Delivered in Connection with Transfers Pursuant to Regulation S F-1 Exhibit G. Form of Guarantee G-1 INDENTURE, dated as of October 6December 19, 2014 2005, among AECOM Technology CorporationXXXXXXX XXXX, INC., a Delaware corporation Maryland corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages hereto and U.S. Bank National AssociationBANK NATIONAL ASSOCIATION, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: Holders. ARTICLE ONE

Deposited Money and U. S. Government Obligations to Be be Held in Trust; Other Miscellaneous Provisions 83 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01103 SECTION 8.6. Escrow of Proceeds 83 Section 12.02Repayment to the Company 103 SECTION 8.7. Special Mandatory Redemption 83 Section 12.03. Release of Escrowed Property 83 Reinstatement 104 Page ARTICLE THIRTEEN IX AMENDMENTS 104 SECTION 9.1. Without Consent of Holders 104 SECTION 9.2. With Consent of Holders 105 SECTION 9.3. Compliance with this Indenture 106 SECTION 9.4. Revocation and Effect of Consents and Waivers 106 SECTION 9.5. Notation on or Exchange of Notes 106 SECTION 9.6. Trustee to Sign Amendments 107 ARTICLE X GUARANTEE 107 SECTION 10.1. Guarantee 107 SECTION 10.2. Limitation on Liability; Termination, Release and Discharge 108 SECTION 10.3. Right of Contribution 109 SECTION 10.4. No Subrogation 109 ARTICLE XI SATISFACTION AND DISCHARGE 109 SECTION 11.1. Satisfaction and Discharge 109 SECTION 11.2. Application of Trust Money 110 ARTICLE XII MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02111 SECTION 12.1. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04111 SECTION 12.2. Certificate and Opinion as to Conditions Precedent 85 Section 13.05112 SECTION 12.3. Statements Required in Certificate or Opinion 85 Section 13.06112 SECTION 12.4. When Notes Disregarded 112 SECTION 12.5. Rules by Trustee Trustee, Paying Agent and Agents 86 Section 13.07Registrar 112 SECTION 12.6. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Legal Holidays 112 SECTION 12.7. Governing Law; Waiver Law 113 SECTION 12.8. Jurisdiction 113 SECTION 12.9. Waivers of Jury Trial 86 Section 13.09113 SECTION 12.10. [Intentionally Omitted] 86 Section 13.10USA PATRIOT Act 113 SECTION 12.11. No Adverse Interpretation of Other Agreements 86 Section 13.11Recourse Against Others 113 SECTION 12.12. Successors 86 Section 13.12113 SECTION 12.13. Severability 86 Section 13.13. Counterpart Multiple Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16113 SECTION 12.14. Table of Contents, Headings, Etc; Headings 113 SECTION 12.15. 88 Section 13.17Force Majeure 113 SECTION 12.16. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit Severability 114 EXHIBIT A Form of Global Restricted Note EXHIBIT B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Form of Supplemental Indenture INDENTURE dated as of October 6July 23, 2014 2021, among AECOM Technology CorporationBUILDERS FIRSTSOURCE, a Delaware corporation INC. (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages party hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE.

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 107 Section 11.03. Repayment to the Company 107 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Miscellaneous 108 Section 12.01. Escrow No Adverse Interpretation of Proceeds 83 Other Agreements 108 Section 12.02. Special Mandatory Redemption 83 Notices 108 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 109 Section 13.0412.04. Certificate and Opinion as to Conditions Precedent 85 109 Section 13.0512.05. Statements Required in Certificate or Opinion 85 110 Section 13.0612.06. Rules by Trustee and Agents 86 110 Section 13.0712.07. No Personal Liability of Directors, Officers, Employees Employees, Limited Partners and Stockholders 86 110 Section 13.0812.08. Governing Law; Waiver of Jury Trial 86 Law 110 Section 13.0912.09. [Intentionally Omitted] 86 Trust Indenture Act Controls 110 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.1112.10. Successors 86 111 Section 13.1212.11. Severability 86 111 Section 13.1312.12. Counterpart Originals 86 111 Section 13.1412.13. Acts of Holders 87 111 Section 13.1512.14. Benefit of Indenture 88 112 Section 13.1612.15. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Etc 112 Exhibits Exhibit A-1 A FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF GUARANTOR SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E G FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEINTERCOMPANY NOTE

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 70 SECTION 9.06. Reinstatement 71 SECTION 9.07. Moneys Held by Paying Agent 71 SECTION 9.08. Moneys Held by Trustee 71 ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee 72 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee 72 Page SECTION 10.03. Special Mandatory Redemption 83 Section 12.03Limitation of Guarantee 73 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor 73 SECTION 10.05. Waiver of Subrogation 74 ARTICLE THIRTEEN ELEVEN [INTENTIONALLY OMITTED] ARTICLE TWELVE MISCELLANEOUS Section 13.01SECTION 12.01. TIA Trust Indenture Act Controls 84 Section 13.0274 SECTION 12.02. Notices 84 Section 13.0374 SECTION 12.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Section 13.0475 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0575 SECTION 12.05. Statements Required in Certificate or and Opinion 85 Section 13.0676 SECTION 12.06. Rules by Trustee and Agents 86 Section 13.0776 SECTION 12.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Business Days; Legal Holidays 76 SECTION 12.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10Law 76 SECTION 12.09. No Adverse Interpretation of Other Agreements 86 Section 13.1176 SECTION 12.10. No Recourse Against Others 76 SECTION 12.11. Successors 86 Section 13.1277 SECTION 12.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16Multiple Counterparts 77 SECTION 12.13. Table of Contents, Headings, Etcetc. 88 Section 13.1777 SECTION 12.14. USA PATRIOT Act 88 Separability 77 EXHIBITS Exhibit A Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Form of Legend for Rule 144A Notes and Other Notes That Are Restricted Notes B-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE Form of Legend for Regulation S Note C-1 Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Form of Legend for Global Note D-1 Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE Form of Certificate To Be Delivered in Connection with Transfers to Non-QIB Accredited Investors E-1 Exhibit F Form of Certificate To Be Delivered in Connection with Transfers Pursuant to Regulation S F-1 INDENTURE, dated as of October 6August 3, 2014 2017, among AECOM Technology CorporationM/I HOMES, INC., a Delaware corporation organized under the laws of Ohio, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages hereto and U.S. Bank National AssociationBANK NATIONAL ASSOCIATION, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors Issuer and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.7505.625% Senior Notes due 2022 2025 (the “Notes”): Each party agrees as follows for the equal and 5.875% Senior Notes due 2024: ARTICLE ONEratable benefit of the Holders.

Deposited Money and U. S. Government Obligations Securities to Be be Held in Trust; Other Miscellaneous Provisions 83 115 Section 8.06. Repayment to Issuers 116 Section 8.07. Reinstatement 116 ARTICLE TWELVE ESCROW OF PROCEEDS9 AMENDMENT, SUPPLEMENT AND WAIVER Section 9.01. Without Consent of Holders 116 Section 9.02. With Consent of Holders 117 Section 9.03. Revocation and Effect of Consents 119 Section 9.04. Notation on or Exchange of Notes 119 Section 9.05. Trustee to Sign Amendments, etc. 119 Section 9.06. Additional Voting Terms; SPECIAL MANDATORY REDEMPTION Calculation of Principal Amount 119 Section 9.07. No Impairment of Right of Holders to Receive Payment 120 ARTICLE 10 GUARANTEES Section 10.01. Guarantee 120 Section 10.02. Limitation on Guarantor Liability 121 Section 10.03. Execution and Delivery 122 Section 10.04. Subrogation 122 Section 10.05. Benefits Acknowledged 122 Section 10.06. Release of Guarantees 122 SATISFACTION AND DISCHARGE Section 11.01. Satisfaction and Discharge 123 Section 11.02. Application of Trust Money 124 ARTICLE 12 MISCELLANEOUS Section 12.01. Escrow of Proceeds 83 Notices 124 Section 12.02. Special Mandatory Redemption 83 [Reserved] 126 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04. Certificate and Opinion as to Conditions Precedent 85 126 Section 13.0512.04. Statements Required in Certificate or Opinion 85 126 Section 13.0612.05. Rules by Trustee and Agents 86 126 Section 13.0712.06. No Personal Liability of Directors, Officers, Employees and Stockholders 86 127 Section 13.0812.07. Governing Law; Law 127 Section 12.08. Waiver of Jury Trial 86 127 Section 13.0912.09. [Intentionally Omitted] 86 Force Maj xxxx 127 Section 13.1012.10. No Adverse Interpretation of Other Agreements 86 127 Section 13.1112.11. Successors 86 127 Section 13.1212.12. Severability 86 127 Section 13.1312.13. Counterpart Originals 86 127 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1612.14. Table of Contents, Headings, Etcetc. 88 127 Section 13.1712.15. Trust Indenture Act 128 Section 12.16. USA PATRIOT Patriot Act 88 128 EXHIBITS Exhibit A-1 A FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE INDENTURE, dated as of October 6May 1, 2014 2017, among AECOM Technology CorporationTempo Acquisition, a Delaware corporation LLC (the “CompanyIssuer”), Tempo Acquisition Finance Corp., (the “Co-Issuer” and, together with the Issuer, the “Issuers”), the Subsidiary Guarantors (as defined belowherein) listed on the signature pages hereto named herein and U.S. Bank Wilmington Trust, National Association, as Trustee (as defined below). The Company has duly authorized the execution Trustee, Transfer Agent, Registrar and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEPaying Agent.

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 57 SECTION 8.06. Repayment to Company 57 SECTION 8.07. Reinstatement 57 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01IX AMENDMENT, SUPPLEMENT AND WAIVER 57 SECTION 9.01. Escrow Without Consent of Proceeds 83 Section 12.02Holders 57 SECTION 9.02. Special Mandatory Redemption 83 Section 12.03With Consent of Holders 59 SECTION 9.03. Revocation and Effect of Consents 60 SECTION 9.04. Notation on or Exchange of Notes 60 SECTION 9.05. Trustee to Sign Amendments, etc. 60 ARTICLE X GUARANTEES 60 SECTION 10.01. Guarantee 60 SECTION 10.02. Limitation on Guarantor Liability 62 SECTION 10.03. Execution and Delivery 62 SECTION 10.04. Subrogation 62 SECTION 10.05. Benefits Acknowledged 62 SECTION 10.06. Release of Escrowed Property 83 Page Guarantees 62 ARTICLE THIRTEEN XI SATISFACTION AND DISCHARGE 63 SECTION 11.01. Satisfaction and Discharge 63 SECTION 11.02. Application of Trust Money 64 ARTICLE XII MISCELLANEOUS Section 13.0164 SECTION 12.01. TIA Controls 84 Section 13.02Reserved 64 SECTION 12.02. Notices 84 Section 13.0364 SECTION 12.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04[Reserved] 65 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0565 SECTION 12.05. Statements Required in Certificate or Opinion 85 Section 13.0666 SECTION 12.06. Rules by Trustee and Agents 86 Section 13.0766 SECTION 12.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0866 SECTION 12.08. Governing Law; Law 66 SECTION 12.09. Waiver of Jury Trial 86 Section 13.0966 SECTION 12.10. [Intentionally Omitted] 86 Section 13.10Force Majeure 66 SECTION 12.11. No Adverse Interpretation of Other Agreements 86 Section 13.1167 SECTION 12.12. Successors 86 Section 13.1267 SECTION 12.13. Severability 86 Section 13.1367 SECTION 12.14. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1667 SECTION 12.15. Table of Contents, Headings, Etcetc. 88 Section 13.1767 SECTION 12.16. Reserved 67 SECTION 12.17. USA PATRIOT Act 88 67 SECTION 12.18. No Qualification Under the Trust Indenture Act 67 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE A Form of Note Exhibit B FORM OF CERTIFICATE OF TRANSFER Form of Certificate of Transfer Exhibit C FORM OF CERTIFICATE OF EXCHANGE Form of Certificate of Exchange Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Form of Supplemental Indenture to Be Delivered by Subsequent Guarantors Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE Form of Transferee Letter of Representation INDENTURE, dated as of October 6May 11, 2014 among AECOM Technology Corporation2020, between The Xxxxxxx Xxxxxx Company, a Delaware Massachusetts corporation (together with any successor hereunder, the “Company”), Xxxxxx’x, Inc., a Delaware corporation (together with any successor hereunder, “Carter’s”) and the Subsidiary other Guarantors (as defined belowherein) listed on the signature pages hereto and U.S. Bank Xxxxx Fargo Bank, National Association, a national banking association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONETrustee.

Deposited Money and U. S. Government Obligations obligations to Be Held in Trust; Other Miscellaneous Provisions 83 62 Section 13.06. Reinstatement 62 ARTICLE TWELVE ESCROW OF PROCEEDSXIV SUBORDINATION 63 Section 14.01. Applicability of Article; SPECIAL MANDATORY REDEMPTION Agreement to Subordinate 63 Section 12.0114.02. Escrow Liquidation, Dissolution, Bankruptcy 63 Section 14.03. Default on Senior Indebtedness 63 Section 14.04. Acceleration of Proceeds 83 Payment of Debt Securities 64 Section 12.0214.05. Special Mandatory Redemption 83 When Distribution Must Be Paid Over 64 Section 12.0314.06. Release Subrogation 64 Section 14.07. Relative Rights 65 Section 14.08. Subordination May Not Be Impaired by Company 65 Section 14.09. Rights of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Trustee and Paying Agent 65 Section 13.0114.10. TIA Controls 84 Distribution or Notice to Representative 65 Section 13.0214.11. Notices 84 Article XIV Not to Prevent Defaults or Limit Right to Accelerate 65 Section 13.0314.12. Communication Trust Moneys Not Subordinated 66 Section 14.13. Trustee Entitled to Rely 66 Section 14.14. Trustee to Effectuate Subordination 66 Section 14.15. Trustee Not Fiduciary for Holders of Senior Indebtedness 66 Section 14.16. Section 14.16. Reliance by Holders of Notes with Other Holders Senior Indebtedness on Subordination Provisions 67 Note: This table of Notes 85 Section 13.04contents shall not, for any purpose, be deemed to be a part of the Indenture. Certificate and Opinion as Magnum Hunter RESOURCES CORPORATION Certain Sections of the this Subordinated Indenture relating to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability Sections 310 - 318, inclusive, of Directors, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver the Trust Indenture Act of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association1939, as Trustee amended Trust Indenture Act Section Indenture Section 310 (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 a)(1) 6.09 (the “2022 Notes”a)(2) and its 5.875% Senior Notes due 2024 6.09 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantorsa)(3) N.A. (a)(4) N.A. (a)(5) 6.09 (b) 6.08, in accordance with its terms6.10 (c) N.A. 311 (a) 6.13 (b) 6.13 (c) N.A. 312 (a) 7.01, have been done. The Company7.02 (b) 7.02 (c) 7.02 313 (a) 7.03 (b)(1) N.A. (b)(2) 7.03 (c) 7.03 (d) 7.03 314 (a) 7.04 (a)(4) 1.04, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders 10.04 (as defined belowb) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEN.A. (c)(1) 1.02 (c)(2) 1.02 (c)(3) N.A. (d) N.A. (e) 1.02 (f) N.A. 315 (a) 6.01 (b) 6.02 (c) 6.01 (d) 6.01 (e) 5.14 316 (a)(last sentence) 1.01 (a)(1)(A) 5.02, 5.12 (a)(1)(B) 5.13 (a)(2) N.A. (b) 5.08 (c) 1.04 317 (a)(1) 5.03 (a)(2) 5.04 (b) 10.03 318 (a) 1.07 (b) N.A. (c) 1.07 * N.A. means inapplicable.

Deposited Money and U. S. Government Obligations to Be be Held in Trust; Other Miscellaneous Provisions 83 97 SECTION 8.6. Repayment to the Issuer 97 SECTION 8.7. Reinstatement 97 ARTICLE TWELVE ESCROW OF PROCEEDSIX AMENDMENTS SECTION 9.1. Without Consent of Holders 98 SECTION 9.2. With Consent of Holders 99 SECTION 9.3. Compliance with this Indenture 100 SECTION 9.4. Revocation and Effect of Consents and Waivers 100 SECTION 9.5. Notation on or Exchange of Notes 100 SECTION 9.6. Trustee to Sign Amendments 101 ARTICLE X GUARANTEE SECTION 10.1. Guarantee 101 SECTION 10.2. Limitation on Liability; SPECIAL MANDATORY REDEMPTION Section 12.01Termination, Release and Discharge 102 SECTION 10.3. Escrow Right of Proceeds 83 Section 12.02Contribution 103 SECTION 10.4. Special Mandatory Redemption 83 Section 12.03No Subrogation 103 ARTICLE XI SATISFACTION AND DISCHARGE SECTION 11.1. Release Satisfaction and Discharge 103 SECTION 11.2. Application of Escrowed Property 83 Page Trust Money 104 ARTICLE THIRTEEN XII MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02SECTION 12.1. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04105 SECTION 12.2. Certificate and Opinion as to Conditions Precedent 85 Section 13.05106 SECTION 12.3. Statements Required in Certificate or Opinion 85 Section 13.06106 SECTION 12.4. When Notes Disregarded 107 SECTION 12.5. Rules by Trustee Trustee, Paying Agent and Agents 86 Section 13.07Registrar 107 SECTION 12.6. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Legal Holidays 107 SECTION 12.7. Governing Law; Waiver Law 107 SECTION 12.8. Jurisdiction 107 SECTION 12.9. Waivers of Jury Trial 86 Section 13.09107 SECTION 12.10. [Intentionally Omitted] 86 Section 13.10USA PATRIOT Act 107 SECTION 12.11. No Adverse Interpretation of Other Agreements 86 Section 13.11Recourse Against Others 107 SECTION 12.12. Successors 86 Section 13.12108 SECTION 12.13. Severability 86 Section 13.13. Counterpart Multiple Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16108 SECTION 12.14. Table of Contents, Headings, Etc; Headings 108 SECTION 12.15. 88 Section 13.17Force Majeure 108 SECTION 12.16. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit Severability 108 SECTION 12.17. Appointment of Agent for Service of Process 108 SECTION 12.18. Waiver of Immunities 109 SECTION 12.19. Judgment Currency 109 EXHIBIT A Form of Global Restricted Note EXHIBIT B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Form of Supplemental Indenture to Add Guarantors iv INDENTURE dated as of October 6September 21, 2014 among AECOM Technology Corporation2018, a Delaware corporation by and between CARVANA CO. (the “Issuer” or the “Company”), a Delaware corporation, the Subsidiary Guarantors (as defined belowin Section 1.1) listed on the signature pages hereto and U.S. Bank National AssociationBANK NATIONAL ASSOCIATION, a national banking association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE.

Deposited Money and U. S. Government Obligations to Be be Held in Trust; Other Miscellaneous Provisions 83 124 SECTION 8.6. Repayment to the Company 124 SECTION 8.7. Reinstatement 125 ARTICLE TWELVE ESCROW OF PROCEEDSIX AMENDMENTS 125 SECTION 9.1. Without Consent of Holders 125 SECTION 9.2. With Consent of Holders 126 SECTION 9.3. Compliance with Trust Indenture Act 128 SECTION 9.4. Revocation and Effect of Consents and Waivers 128 SECTION 9.5. Notation on or Exchange of Notes 128 SECTION 9.6. Trustee to Sign Amendments 128 ARTICLE X GUARANTEE 129 SECTION 10.1. Guarantee 129 SECTION 10.2. Limitation on Liability; SPECIAL MANDATORY REDEMPTION Section 12.01Termination, Release and Discharge 131 SECTION 10.3. Escrow Right of Proceeds 83 Section 12.02Contribution 132 SECTION 10.4. Special Mandatory Redemption 83 Section 12.03No Subrogation 132 ARTICLE XI SATISFACTION AND DISCHARGE 133 SECTION 11.1. Release Satisfaction and Discharge 133 SECTION 11.2. Application of Escrowed Property 83 Page Trust Money 134 ARTICLE THIRTEEN XII [RESERVED] 134 ARTICLE XIII MISCELLANEOUS Section 13.01134 SECTION 13.1. TIA Trust Indenture Act Controls 84 Section 13.02134 SECTION 13.2. Notices 84 Section 13.03134 SECTION 13.3. Communication by Holders of Notes with Other other Holders of Notes 85 Section 13.04135 SECTION 13.4. Certificate and Opinion as to Conditions Precedent 85 Section 13.05136 SECTION 13.5. Statements Required in Certificate or Opinion 85 Section 13.06136 SECTION 13.6. Rules by Trustee Trustee, Paying Agent and Agents 86 Section 13.07Registrar 136 SECTION 13.7. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Legal Holidays 136 SECTION 13.8. Governing Law; Waiver Law 137 SECTION 13.9. Jurisdiction 137 SECTION 13.10. Waivers of Jury Trial 86 Section 13.09137 SECTION 13.11. [Intentionally Omitted] 86 Section 13.10USA PATRIOT Act 137 SECTION 13.12. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section Recourse Against Others 137 SECTION 13.13. Counterpart Multiple Originals 86 Section 138 SECTION 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc; Headings 138 SECTION 13.15. 88 Section Force Majeure 138 SECTION 13.16. Severability 138 SECTION 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit FCC 138 EXHIBIT A Form of Global Note EXHIBIT B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as Form of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 add Guarantors CROSS-REFERENCE TABLE TIA Section Indenture Section 310 (the “2022 Notes”a)(1) and its 5.875% Senior Notes due 2024 7.10 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders a)(2) 7.10 (as defined belowa)(3) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEN.A. (a)(4) N.A. (a)(5) N.A. (b) 7.8; 7.10 311 (a) 7.11 (b) 7.11 312 (a) 2.6 (b) 13.3 (c) 13.3 313 (a) 7.6 (b)(1) N.A. (b)(2) 7.6; 7.7 (c) 7.6 (d) 3.10 314 (a) 3.10; 3.12 (b) N.A. (c)(1) 13.4; 13.5 (c)(2) 13.4; 13.5 (c)(3) N.A. (d) N.A. (e) 13.5 (f) N.A. 315 (a) 7.1 (b) 7.5 (c) 7.1 (d) 7.1 (e) 6.11 316 (a)(last sentence) 2.12 (a)(1)(A) 6.5 (a)(1)(B) 6.4 (a)(2) N.A. (b) 6.7 317 (a)(1) 6.8 (a)(2) 6.9 (b) 2.4 318 (a) 13.1 (b) N.A. (c) N.A.

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 85 SECTION 9.06. Reinstatement 86 SECTION 9.07. Moneys Held by Paying Agent 86 SECTION 9.08. Moneys Held by Trustee 86 ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee 87 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee 88 SECTION 10.03. Special Mandatory Redemption 83 Section 12.03Limitation of Guarantee 88 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor 89 SECTION 10.05. Waiver of Subrogation 89 ARTICLE THIRTEEN ELEVEN [INTENTIONALLY OMITTED] ARTICLE TWELVE MISCELLANEOUS Section 13.01SECTION 12.01. TIA Trust Indenture Act Controls 84 Section 13.0290 SECTION 12.02. Notices 84 Section 13.0390 SECTION 12.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Section 13.0491 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0592 SECTION 12.05. Statements Required in Certificate or and Opinion 85 Section 13.0692 SECTION 12.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0892 SECTION 12.07. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10Law 93 SECTION 12.08. No Adverse Interpretation of Other Agreements 86 Section 13.1193 SECTION 12.09. No Recourse Against Others 93 SECTION 12.10. Successors 86 Section 13.1293 SECTION 12.11. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16Multiple Counterparts 94 SECTION 12.12. Table of Contents, Headings, Etcetc. 88 Section 13.1794 SECTION 12.13. USA PATRIOT Act 88 Separability 94 Page EXHIBITS Exhibit A. Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE B. Form of Legend for Global Note B-1 Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE C. Form of Guarantee C-1 INDENTURE, dated as of October 6Mxxxx 00, 2014 among AECOM Technology Corporation0000, xxxxx XXXXXXX XXXX HOMES, INC., a Delaware corporation California corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages hereto and U.S. Bank National AssociationBANK NATIONAL ASSOCIATION, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: Holders. ARTICLE ONE

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01Provisions. Escrow of Proceeds 83 Section 12.02. Special Mandatory Redemption 83 125 Section 12.03. Release of Escrowed Property 83 Page Repayment to the Company. 125 ARTICLE THIRTEEN MISCELLANEOUS 125 Section 13.01. TIA Controls 84 No Adverse Interpretation of Other Agreements. 125 Section 13.02. Notices 84 Notices. 126 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 Notes. 127 Section 13.04. Certificate and Opinion as to Conditions Precedent 85 Precedent. 127 Section 13.05. Statements Required in Certificate or Opinion 85 Opinion. 128 Section 13.06. Rules by Trustee and Agents 86 Agents. 129 Section 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Stockholders. 129 Section 13.08. Governing Law; Waiver of Jury Trial 86 . 129 Section 13.09. Consent to Jurisdiction. 129 Section 13.10. [Intentionally Omitted] 86 Section 13.10]. No Adverse Interpretation of Other Agreements 86 129 Section 13.11. Successors 86 Successors. 129 Section 13.12. Severability 86 Severability. 130 Section 13.13. Counterpart Originals 86 Originals. 130 Section 13.14. Acts of Holders 87 Holders. 130 Section 13.15. Benefit of Indenture 88 Indenture. 132 Section 13.16. Table of Contents, Headings, Etc. 88 132 Section 13.17. USA PATRIOT Trustee Not Fiduciary for Holders of Senior Indebtedness. 132 Section 13.18. Subordination Agreement. 132 Section 13.19. Trust Indenture Act 88 EXHIBITS Controls. 132 Section 13.20. Legal Holidays. 133 Section 13.21. Waiver of Jury Trial. 133 Exhibits: Schedule A SUBSIDIARY GUARANTORS Exhibit A-1 A1 FORM OF 2022 NOTE Exhibit A-2 A2 FORM OF 2024 REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR GUARANTOR SUPPLEMENTAL INDENTURE NOTE: This table of contents shall not, for any purpose, be deemed to be part of this Indenture. INDENTURE (this “Indenture”), dated as of October 6[________], 2014 2010, among AECOM Technology CorporationUno Restaurants, LLC, a Delaware corporation limited liability company (the “Company”), the Subsidiary Company’s direct parent, Uno Restaurant Holdings Corporation, a Delaware corporation (“Parent”), the Guarantors (as defined belowherein defined) listed on the signature pages hereto and U.S. Bank National Association, as Trustee trustee (as defined belowthe “Trustee”). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE(as defined below):

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 70 SECTION 9.06. Reinstatement. 70 SECTION 9.07. Moneys Held by Paying Agent. 70 SECTION 9.08. Moneys Held by Trustee. 71 ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee. 71 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee. Special Mandatory Redemption 83 Section 12.0372 SECTION 10.03. Limitation of Guarantee. 72 SECTION 10.04. Release of Escrowed Property 83 Guarantor. 72 SECTION 10.05. Waiver of Subrogation. 73 Page ARTICLE THIRTEEN ELEVEN [INTENTIONALLY OMITTED] ARTICLE TWELVE MISCELLANEOUS Section 13.01SECTION 12.01. TIA Controls 84 Section 13.02Trust Indenture Act Controls. Notices 84 Section 13.0374 SECTION 12.02. Communication Notices. 74 SECTION 12.03. Communications by Holders of Notes with Other Holders of Notes 85 Section 13.04Holders. 75 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05Precedent. 75 SECTION 12.05. Statements Required in Certificate or Opinion 85 Section 13.06and Opinion. 75 SECTION 12.06. Rules by Trustee and Agents 86 Section 13.07Agents. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0876 SECTION 12.07. Business Days; Legal Holidays. 76 SECTION 12.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.1076 SECTION 12.09. No Adverse Interpretation of Other Agreements 86 Section 13.11Agreements. Successors 86 Section 13.1276 SECTION 12.10. Severability 86 Section 13.13No Recourse Against Others. Counterpart Originals 86 Section 13.1476 SECTION 12.11. Acts of Holders 87 Section 13.15Successors. Benefit of Indenture 88 Section 13.1676 SECTION 12.12. Multiple Counterparts. 77 SECTION 12.13. Table of Contents, Headings, Etcetc. 88 Section 13.1777 SECTION 12.14. USA PATRIOT Act 88 Separability. 77 EXHIBITS Exhibit A Form of Note. A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Form of Legend for Rule 144A Notes and Other Notes That Are Restricted Notes. B-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE Form of Legend for Regulation S Note. C-1 Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Form of Legend for Global Note. D-1 Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE F Form of Certificate To Be Delivered in Connection with Transfers Pursuant to Regulation S. F-1 INDENTURE, dated as of October 6December 1, 2014 2015, among AECOM Technology CorporationM/I HOMES, INC., a Delaware corporation organized under the laws of Ohio, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages hereto and U.S. Bank National AssociationBANK NATIONAL ASSOCIATION, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors Issuer and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.7506.75% Senior Notes due 2022 2021 (the “Notes”): Each party agrees as follows for the equal and 5.875% Senior Notes due 2024: ARTICLE ONEratable benefit of the Holders.

Deposited Money and U. S. Government Obligations Securities to Be Held in Trust; Other Miscellaneous Provisions 83 47 SECTION 8.06. Satisfaction and Discharge 47 SECTION 8.07. Repayment to Company 48 SECTION 8.08. Reinstatement 48 SECTION 8.09. Survival 48 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.019 AMENDMENT, SUPPLEMENT AND WAIVER 48 SECTION 9.01. Escrow Without Consent of Proceeds 83 Section 12.02Holder 48 SECTION 9.02. Special Mandatory Redemption 83 Section 12.03With Consent of Holders of Notes 50 SECTION 9.03. Compliance with Trust Indenture Act 51 SECTION 9.04. Revocation and Effect of Consents 51 SECTION 9.05. Trustee to Sign Amendments 51 ARTICLE 10 SUBSIDIARY GUARANTEES 51 SECTION 10.01. Subsidiary Guarantees 51 SECTION 10.02. Limitation on Liability 52 SECTION 10.03. Successors and Assigns 52 SECTION 10.04. No Waiver 53 SECTION 10.05. Release of Escrowed Property 83 Page Subsidiary Guarantor 53 SECTION 10.06. Contribution 53 ARTICLE THIRTEEN 11 MISCELLANEOUS Section 13.0153 SECTION 11.01. TIA Trust Indenture Act Controls 84 Section 13.0254 SECTION 11.02. Notices 84 Section 13.0354 SECTION 11.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.0455 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0555 SECTION 11.05. Statements Required in Certificate or Opinion 85 Section 13.0655 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.0756 SECTION 11.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0856 SECTION 11.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.1056 SECTION 11.09. No Adverse Interpretation of Other Agreements 86 Section 13.1156 SECTION 11.10. Successors 86 Section 13.1256 SECTION 11.11. Severability 86 Section 13.1357 SECTION 11.12. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1657 SECTION 11.13. Table of Contents, Headings, Etcetc. 88 57 SECTION 11.14. Force Majeure 57 EXHIBITS EXHIBIT A Form of Note XXXX CORPORATION RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939 AND INDENTURE Section 13.17. USA PATRIOT of Trust Indenture Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below1939 Section(s) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEIndenture ss. 310 (a) (1) 7.10 (a) (2) 7.10 (a) (3) N.A.

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 79 SECTION 9.06. Reinstatement 80 SECTION 9.07. Moneys Held by Paying Agent 80 SECTION 9.08. Moneys Held by Trustee 80 ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES 80 SECTION 10.01. Escrow Guarantee 80 SECTION 10.02. Limitation of Proceeds 83 Section 12.02. Special Mandatory Redemption 83 Section 12.03Guarantee 81 Page SECTION 10.03. Release of Escrowed Property 83 Page Guarantor 81 SECTION 10.04. Waiver of Subrogation 82 ARTICLE THIRTEEN ELEVEN MISCELLANEOUS Section 13.01SECTION 11.01. TIA Controls 84 Section 13.02[Reserved] 82 SECTION 11.02. Notices 84 Section 13.0382 SECTION 11.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04[Reserved] 83 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0583 SECTION 11.05. Statements Required in Certificate or and Opinion 85 Section 13.0684 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.0784 SECTION 11.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Business Days; Legal Holidays 84 SECTION 11.08. Governing Law; Law 84 SECTION 11.09. Waiver of Jury Trial 86 Section 13.0985 SECTION 11.10. [Intentionally Omitted] 86 Section 13.10Force Majeure 85 SECTION 11.11. No Adverse Interpretation of Other Agreements 86 Section 13.1185 SECTION 11.12. No Recourse Against Others 85 SECTION 11.13. Successors 86 Section 13.12SECTION 11.14. Severability Multiple Counterparts 86 Section 13.13SECTION 11.15. Counterpart Originals 86 Section 13.14. Acts Act of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1686 SECTION 11.16. Table of Contents, Headings, Etcetc. 88 Section 13.1787 SECTION 11.17. Separability 87 SECTION 11.18. USA PATRIOT Act 87 ARTICLE TWELVE COLLATERAL AND SECURITY SECTION 12.01. Security Documents; Additional Collateral 87 SECTION 12.02. Collateral Agent 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as SECTION 12.03. Release of October 6Collateral 89 SECTION 12.04. Filing, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed Recording and Opinions 90 SECTION 12.05. Limitation on the signature pages hereto and U.S. Bank National Association, as Duty of Trustee (as defined below). The Company has duly authorized the execution and delivery in Respect of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONECollateral; Indemnification 90

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 63 SECTION 9.06. Reinstatement. 63 SECTION 9.07. Moneys Held by Paying Agent. 63 SECTION 9.08. Moneys Held by Trustee. 63 ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES 64 SECTION 10.01. Escrow Guarantee. 64 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee. Special Mandatory Redemption 83 Section 12.0365 SECTION 10.03. Limitation of Guarantee. 65 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor. 65 SECTION 10.05. Waiver of Subrogation. 66 ARTICLE THIRTEEN ELEVEN MISCELLANEOUS Section 13.0166 SECTION 11.01. TIA Controls 84 Section 13.02Trust Indenture Act. Notices 84 Section 13.0366 SECTION 11.02. Communication Notices. 66 SECTION 11.03. Communications by Holders of Notes with Other Holders of Notes 85 Section 13.04Holders. 68 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05Precedent. 68 SECTION 11.05. Statements Required in Certificate or Opinion 85 Section 13.06and Opinion. 68 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.07Agents. No Personal Liability 69 Table of Directors, Officers, Employees and Stockholders 86 Section 13.08Contents (continued) Page SECTION 11.07. Business Days. 69 SECTION 11.08. Governing Law; . 69 SECTION 11.09. Waiver of Jury Trial 86 Section 13.09Trial. [Intentionally Omitted] 86 Section 13.1069 SECTION 11.10. Force Majeure. 69 SECTION 11.11. No Adverse Interpretation of Other Agreements 86 Section 13.11Agreements. Successors 86 Section 13.1269 SECTION 11.12. Severability 86 Section 13.13No Recourse Against Others. Counterpart Originals 86 Section 13.1469 SECTION 11.13. Acts of Holders 87 Section 13.15Successors. Benefit of Indenture 88 Section 13.1670 SECTION 11.14. Multiple Counterparts. 70 SECTION 11.15. Table of Contents, Headings, Etcetc. 88 Section 13.1770 SECTION 11.16. Separability. 70 SECTION 11.17. USA PATRIOT Act 88 Patriot Act. 70 EXHIBITS Exhibit A Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE INDENTURE, dated as of October 6May 19, 2014 among AECOM Technology Corporation2020, between MATCH GROUP, INC., a Delaware corporation corporation, as issuer (the “CompanyIssuer”)) and COMPUTERSHARE TRUST COMPANY, the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National AssociationN.A., as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE.

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 107 Section 11.03. Repayment to the Company 107 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Miscellaneous 108 Section 12.01. Escrow No Adverse Interpretation of Proceeds 83 Other Agreements 108 Section 12.02. Special Mandatory Redemption 83 Notices. 108 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 109 Section 13.0412.04. Certificate and Opinion as to Conditions Precedent 85 109 Section 13.0512.05. Statements Required in Certificate or Opinion 85 110 Section 13.0612.06. Rules by Trustee and Agents 86 110 Section 13.0712.07. No Personal Liability of Directors, Officers, Employees Employees, Limited Partners and Stockholders 86 110 Section 13.0812.08. Governing Law; Waiver of Jury Trial 86 Law 110 Section 13.0912.09. [Intentionally Omitted] 86 Trust Indenture Act Controls 110 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.1112.10. Successors 86 111 Section 13.1212.11. Severability 86 111 Section 13.1312.12. Counterpart Originals 86 111 Section 13.1412.13. Acts of Holders 87 111 Section 13.1512.14. Benefit of Indenture 88 112 Section 13.1612.15. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS 112 Exhibits Exhibit A-1 A FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF GUARANTOR SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E G FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEINTERCOMPANY NOTE

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 72 SECTION 9.06. Reinstatement 73 SECTION 9.07. Moneys Held by Paying Agent 73 SECTION 9.08. Moneys Held by Trustee 73 ARTICLE TWELVE ESCROW Ten GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee 74 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee 75 SECTION 10.03. Special Mandatory Redemption 83 Section 12.03Limitation of Guarantee 75 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor 75 SECTION 10.05. Waiver of Subrogation 76 ARTICLE THIRTEEN Eleven MISCELLANEOUS Section 13.01SECTION 11.01. TIA Trust Indenture Act Controls 84 Section 13.0276 SECTION 11.02. Notices 84 Section 13.0377 SECTION 11.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Section 13.0478 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0578 SECTION 11.05. Statements Required in Certificate or and Opinion 85 Section 13.0678 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.0778 SECTION 11.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Business Days; Legal Holidays 79 SECTION 11.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10Law 79 SECTION 11.09. No Adverse Interpretation of Other Agreements 86 Section 13.1179 SECTION 11.10. No Recourse Against Others 79 SECTION 11.11. Successors 86 Section 13.1279 SECTION 11.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16Multiple Counterparts 80 SECTION 11.13. Table of Contents, Headings, Etc. 88 Section 13.1780 SECTION 11.14. USA PATRIOT Act 88 Separability 80 SECTION 11.15. Acts of Holders. Record Dates 80 SECTION 11.16. Failure or Indulgence Not Waiver 81 EXHIBITS Exhibit A. Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE B. Form of Legend for Rule 144A Notes and Other Notes That Are Restricted Notes B-1 Exhibit B FORM OF CERTIFICATE OF TRANSFER C. Form of Legend for Regulation S Note C-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE D. Form of Legend for Global Note D-1 Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS E. Form of Certificate To Be Delivered in Connection with Transfers to Non-QIB Accredited Investors E-1 Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE F. Form of Certificate To Be Delivered in Connection with Transfers to Pursuant to Regulation S F-1 Exhibit G. Form of Guarantee G-1 INDENTURE, dated as of October 6—, 2014 2008, among AECOM Technology GSI GROUP CORPORATION, a Michigan corporation, as issuer (the “Issuer”), GSI Group Inc., a company continued and existing under the laws of the Province of New Brunswick, Canada and the owner of all outstanding shares of voting capital stock of the Issuer (the “Parent”), Eagle Acquisition Corporation, a Delaware corporation (the “CompanyEAC”), the Subsidiary Guarantors as a Guarantor (as defined below) listed on the signature pages hereto hereinafter defined), and U.S. The Bank National Associationof New York Mellon Trust Company, N.A., as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE.

Deposited Money and U. S. Government Obligations to Be be Held in Trust; Other Miscellaneous Provisions 83 124 SECTION 8.6. Repayment to the Company 124 SECTION 8.7. Reinstatement 124 ARTICLE TWELVE ESCROW OF PROCEEDSIX AMENDMENTS 125 SECTION 9.1. Without Consent of Holders 125 SECTION 9.2. With Consent of Holders 126 SECTION 9.3. Compliance with Trust Indenture Act 127 SECTION 9.4. Revocation and Effect of Consents and Waivers 128 SECTION 9.5. Notation on or Exchange of Notes 128 SECTION 9.6. Trustee to Sign Amendments 128 ARTICLE X GUARANTEE 128 SECTION 10.1. Guarantee 128 SECTION 10.2. Limitation on Liability; SPECIAL MANDATORY REDEMPTION Section 12.01Termination, Release and Discharge 131 SECTION 10.3. Escrow Right of Proceeds 83 Section 12.02Contribution 132 SECTION 10.4. Special Mandatory Redemption 83 Section 12.03No Subrogation 132 ARTICLE XI SATISFACTION AND DISCHARGE 132 SECTION 11.1. Release Satisfaction and Discharge 132 SECTION 11.2. Application of Escrowed Property 83 Page Trust Money 133 ARTICLE THIRTEEN XII [RESERVED] 134 ARTICLE XIII MISCELLANEOUS Section 13.01134 SECTION 13.1. TIA Trust Indenture Act Controls 84 Section 13.02134 SECTION 13.2. Notices 84 Section 13.03134 SECTION 13.3. Communication by Holders of Notes with Other other Holders of Notes 85 Section 13.04135 SECTION 13.4. Certificate and Opinion as to Conditions Precedent 85 Section 13.05135 SECTION 13.5. Statements Required in Certificate or Opinion 85 Section 13.06136 SECTION 13.6. Rules by Trustee Trustee, Paying Agent and Agents 86 Section 13.07Registrar 136 SECTION 13.7. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Legal Holidays 136 SECTION 13.8. Governing Law; Waiver Law 136 SECTION 13.9. Jurisdiction 136 SECTION 13.10. Waivers of Jury Trial 86 Section 13.09137 SECTION 13.11. [Intentionally Omitted] 86 Section 13.10USA PATRIOT Act 137 SECTION 13.12. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section Recourse Against Others 137 SECTION 13.13. Counterpart Multiple Originals 86 Section 137 SECTION 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc; Headings 137 SECTION 13.15. 88 Section Force Majeure 138 SECTION 13.16. Severability 138 SECTION 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit FCC 138 EXHIBIT A Form of Global Note EXHIBIT B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as Form of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Supplemental Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 add Guarantors CROSS-REFERENCE TABLE TIA Section Indenture Section 310 (the “2022 Notes”a)(1) and its 5.875% Senior Notes due 2024 7.10 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders a)(2) 7.10 (as defined belowa)(3) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEN.A. (a)(4) N.A. (a)(5) N.A. (b) 7.8; 7.10 311 (a) 7.11 (b) 7.11 312 (a) 2.6 (b) 13.3 (c) 13.3 313 (a) 7.6 (b)(1) N.A. (b)(2) 7.6; 7.7 (c) 7.6 (d) 3.10 314 (a) 3.10; 3.12 (b) N.A. (c)(1) 13.4; 13.5 (c)(2) 13.4; 13.5 (c)(3) N.A. (d) N.A. (e) 13.5 (f) N.A. 315 (a) 7.1 (b) 7.5 (c) 7.1 (d) 7.1 (e) 6.11 316 (a)(last sentence) 2.12 (a)(1)(A) 6.5 (a)(1)(B) 6.4 (a)(2) N.A. (b) 6.7 317 (a)(1) 6.8 (a)(2) 6.9 (b) 2.4 318 (a) 13.1 (b) N/A 318 (c) N/A

Deposited Money and U. S. Government Obligations Securities to Be Held in Trust; Other Miscellaneous Provisions 76 SECTION 8.06. Satisfaction and Discharge 77 SECTION 8.07. Repayment to Company 77 SECTION 8.08. Survival 78 ARTICLE 9 AMENDMENT, SUPPLEMENT AND WAIVER SECTION 9.01. Without Consent of Holder 78 SECTION 9.02. With Consent of Holders of Notes 79 SECTION 9.03. Compliance with Trust Indenture Act 81 SECTION 9.04. Revocation and Effect of Consents 81 SECTION 9.05. Trustee to Sign Amendments 81 ARTICLE 10 SUBORDINATION SECTION 10.01. Agreement to Subordinate 81 SECTION 10.02. Liquidation, Dissolution, Bankruptcy 81 SECTION 10.03. Default on Senior Debt of Guarantor 82 SECTION 10.04. Acceleration of Payment of Notes 83 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01SECTION 10.05. Escrow of Proceeds When Distribution Must Be Paid Over 83 Section 12.02SECTION 10.06. Special Mandatory Redemption 83 Section 12.03. Release of Escrowed Property Subrogation 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01SECTION 10.07. TIA Controls Relative Rights 83 SECTION 10.08. Subordination May Not Be Impaired by the Company 83 SECTION 10.09. Rights of Trustee and Paying Agents 83 SECTION 10.10. Distribution or Notice to Representative 84 Section 13.02SECTION 10.11. Notices Not to Prevent Events of Default or Limit Rights to Accelerate 84 Section 13.03SECTION 10.12. Communication Trustee Moneys Not Subordinated 84 SECTION 10.13. Trustee Entitled to Rely 84 SECTION 10.14. Trustee to Effectuate Subordination 85 SECTION 10.15. Trustee Not Fiduciary for Holders of Senior Debt of the Company 85 SECTION 10.16. Reliance by Holders of Notes with Other Holders of Notes 85 Section 13.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement Debt of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: on Subordination Provisions 85 ARTICLE ONE11

Deposited Money and U. S. Government Obligations Securities to Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 38 SECTION 8.06. Satisfaction and Discharge. 39 SECTION 8.07. Repayment to Company. 39 SECTION 8.08. Reinstatement. 39 SECTION 8.09. Survival. 40 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.019 AMENDMENT, SUPPLEMENT AND WAIVER 40 SECTION 9.01. Escrow Without Consent of Proceeds 83 Section 12.02Holder. Special Mandatory Redemption 83 Section 12.0340 SECTION 9.02. Release With Consent of Escrowed Property 83 Page Holders of Notes. 41 SECTION 9.03. Compliance with Trust Indenture Act. 42 SECTION 9.04. Revocation and Effect of Consents. 42 SECTION 9.05. Trustee to Sign Amendments. 42 ARTICLE THIRTEEN 10 MISCELLANEOUS Section 13.0143 SECTION 10.01. TIA Controls 84 Section 13.02Trust Indenture Act Controls. Notices 84 Section 13.0343 SECTION 10.02. Notices. 43 SECTION 10.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04Notes. 44 SECTION 10.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05Precedent. 44 SECTION 10.05. Statements Required in Certificate or Opinion 85 Section 13.06Opinion. 45 SECTION 10.06. Rules by Trustee and Agents 86 Section 13.07Agents. 45 SECTION 10.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Stockholders. 45 SECTION 10.08. Governing Law; Waiver of Jury Trial 86 Section 13.09Trial. [Intentionally Omitted] 86 Section 13.1045 SECTION 10.09. No Adverse Interpretation of Other Agreements 86 Section 13.11Agreements. Successors 86 Section 13.1245 SECTION 10.10. Severability 86 Section 13.13Successors. 46 SECTION 10.11. Severability. 46 SECTION 10.12. Counterpart Originals 86 Section 13.14Originals. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1646 SECTION 10.13. Table of Contents, Headings, Etcetc. 88 46 SECTION 10.14. Force Majeure. 46 EXHIBITS EXHIBIT A Form of Note XXXX CORPORATION RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939 AND INDENTURE Section 13.17. USA PATRIOT of Trust Indenture Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below1939 Section(s) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEIndenture ss. 310 (a) (1) 609*

Deposited Money and U. S. Government Obligations Securities to Be Held in Trust; Other Miscellaneous Provisions 83 55 SECTION 8.06. Satisfaction and Discharge 55 SECTION 8.07. Repayment to Issuer 56 SECTION 8.08. Reinstatement 56 SECTION 8.09. Survival 56 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.019 AMENDMENT, SUPPLEMENT AND WAIVER SECTION 9.01. Escrow Without Consent of Proceeds 83 Section 12.02Holder 56 SECTION 9.02. Special Mandatory Redemption 83 Section 12.03With Consent of Holders of Notes 57 SECTION 9.03. [Reserved] 58 SECTION 9.04. Revocation and Effect of Consents 58 SECTION 9.05. Trustee and Agents to Sign Amendments 59 ARTICLE 10 NOTE GUARANTEES SECTION 10.01. Note Guarantees 59 SECTION 10.02. Limitation on Liability 60 SECTION 10.03. Successors and Assigns 60 SECTION 10.04. No Waiver 60 SECTION 10.05. Release of Escrowed Property 83 Page Guarantor 60 SECTION 10.06. Contribution 61 ARTICLE THIRTEEN 11 MISCELLANEOUS Section 13.01SECTION 11.01. TIA Controls 84 Section 13.02[Reserved] 61 SECTION 11.02. Notices 84 Section 13.0361 SECTION 11.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04[Reserved] 63 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0563 SECTION 11.05. Statements Required in Certificate or Opinion 85 Section 13.0663 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.0763 SECTION 11.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0863 SECTION 11.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.1063 SECTION 11.09. No Adverse Interpretation of Other Agreements 86 Section 13.1164 SECTION 11.10. Successors 86 Section 13.1264 SECTION 11.11. Severability 86 Section 13.1364 SECTION 11.12. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1664 SECTION 11.13. Table of Contents, Headings, Etc. 88 Section 13.1764 SECTION 11.14. USA PATRIOT Force Majeure 64 SECTION 11.15. Patriot Act 88 64 ARTICLE 12 ESCROW MATTERS SECTION 12.01. Escrow Account 64 SECTION 12.02. Special Mandatory Redemption 65 SECTION 12.03. Release of Escrowed Property 65 SECTION 12.04. Trustee Direction to Execute Escrow Agreement 65 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE A Form of Note Exhibit B FORM OF CERTIFICATE OF TRANSFER Form of Certificate of Transfer Exhibit C FORM OF CERTIFICATE OF EXCHANGE Form of Certificate of Exchange Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE Form of Supplemental Indenture to Be Delivered by Subsequent Guarantors This INDENTURE, dated as of October 6September 28, 2014 2017 (this “Indenture”), is by and among AECOM Technology CorporationDelphi Jersey Holdings plc, a Delaware corporation Jersey public limited company (the “CompanyIssuer”), the Subsidiary Guarantors other guarantors listed herein (the “Guarantors”) party hereto, U.S. Bank National Association, a national banking association, as defined belowtrustee (the “Trustee”) listed on the signature pages hereto and U.S. Bank National Association, a national banking association, as Trustee registrar (as defined below“Registrar”). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 , paying agent (the “2022 NotesPaying Agent”) and its 5.875% Senior Notes due 2024 authenticating agent (the “2024 NotesAuthenticating Agent”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE.

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 84 SECTION 9.06. Reinstatement 85 SECTION 9.07. Moneys Held by Paying Agent 85 SECTION 9.08. Moneys Held by Trustee 85 ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee 86 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee 87 SECTION 10.03. Special Mandatory Redemption 83 Section 12.03Subordination of Note Guarantee 87 SECTION 10.04. Limitation of Guarantee 87 SECTION 10.05. Release of Escrowed Property 83 Page Guarantor 88 SECTION 10.06. Waiver of Subrogation 88 ARTICLE THIRTEEN ELEVEN SUBORDINATION OF NOTES SECTION 11.01. Agreement to Subordinate 89 SECTION 11.02. Liquidation; Dissolution; Bankruptcy 89 SECTION 11.03. Default on Designated Senior Debt 90 SECTION 11.04. Acceleration of Securities 91 SECTION 11.05. When Distribution Must Be Paid Over 91 SECTION 11.06. Notice by the Issuers 91 SECTION 11.07. Subrogation 92 SECTION 11.08. Relative Rights 92 SECTION 11.09. Subordination May Not Be Impaired by the Issuers 92 SECTION 11.10. Distribution or Notice to Representative 92 SECTION 11.11. Rights of Trustee and Paying Agent 93 SECTION 11.12. Authorization to Effect Subordination 93 SECTION 11.13. Amendments 93 SECTION 11.14. Standstill 93 ARTICLE TWELVE MISCELLANEOUS Section 13.01SECTION 12.01. TIA Trust Indenture Act Controls 84 Section 13.0294 SECTION 12.02. Notices 84 Section 13.0395 SECTION 12.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Section 13.0496 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE96 Page

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 75 SECTION 9.06. Reinstatement 75 SECTION 9.07. Moneys Held by Paying Agent 76 SECTION 9.08. Moneys Held by Trustee 76 ARTICLE TWELVE ESCROW Ten GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee 76 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee 77 Page SECTION 10.03. Special Mandatory Redemption 83 Section 12.03Limitation of Guarantee 77 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor 78 SECTION 10.05. Waiver of Subrogation 78 ARTICLE THIRTEEN Eleven MISCELLANEOUS Section 13.01SECTION 11.01. TIA Trust Indenture Act Controls 84 Section 13.0279 SECTION 11.02. Notices 84 Section 13.0379 SECTION 11.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Section 13.0480 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0580 SECTION 11.05. Statements Required in Certificate or and Opinion 85 Section 13.0681 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.0781 SECTION 11.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Business Days 81 SECTION 11.08. Governing Law; Law 81 SECTION 11.09. Waiver of Jury Trial 86 Section 13.0982 SECTION 11.10. [Intentionally Omitted] 86 Section 13.10Force Majeure 82 SECTION 11.11. No Adverse Interpretation of Other Agreements 86 Section 13.1182 SECTION 11.12. No Recourse Against Others 82 SECTION 11.13. Successors 86 Section 13.1282 SECTION 11.14. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16Multiple Counterparts 83 SECTION 11.15. Table of Contents, Headings, Etcetc. 88 Section 13.1783 SECTION 11.16. Separability 83 SECTION 11.17. USA PATRIOT Patriot Act 88 83 ARTICLE Twelve COLLATERAL AND SECURITY SECTION 12.01. Security Documents 83 SECTION 12.02. Collateral Agent 84 SECTION 12.03. Release of Collateral 85 SECTION 12.04. Filing, Recording and Opinions 86 SECTION 12.05. Possession and Use of Collateral 86 SECTION 12.06. Authorization of Actions to Be Taken by the Collateral Agent Under the Security Documents 87 SECTION 12.07. Purchase Protected 87 SECTION 12.08. Reinstatement; Powers Exercisable by Receiver or Trustee 87 EXHIBITS Exhibit A Form of Global Initial Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Form of Global Exchange Note B-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE Form of Notation of Guarantee C-1 INDENTURE, dated as of October 6July 2, 2014 2012, among AECOM Technology CorporationQVC, INC., a Delaware corporation corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages party hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 60 SECTION 9.06. Reinstatement 60 SECTION 9.07. Moneys Held by Paying Agent 61 SECTION 9.08. Moneys Held by Trustee 61 Page ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee 62 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee 62 SECTION 10.03. Special Mandatory Redemption 83 Section 12.03Limitation of Guarantee 63 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor 63 SECTION 10.05. Waiver of Subrogation 64 ARTICLE THIRTEEN ELEVEN [INTENTIONALLY OMITTED] ARTICLE TWELVE MISCELLANEOUS Section 13.01SECTION 12.01. TIA Trust Indenture Act Controls 84 Section 13.0264 SECTION 12.02. Notices 84 Section 13.0365 SECTION 12.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Section 13.0466 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0566 SECTION 12.05. Statements Required in Certificate or and Opinion 85 Section 13.0666 SECTION 12.06. Rules by Trustee and Agents 86 Section 13.0767 SECTION 12.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Business Days; Legal Holidays 67 SECTION 12.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.1067 SECTION 12.09. No Adverse Interpretation of Other Agreements 86 Section 13.1167 SECTION 12.10. No Recourse Against Others 68 SECTION 12.11. Successors 86 Section 13.1268 SECTION 12.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16Multiple Counterparts 68 SECTION 12.13. Table of Contents, Headings, Etcetc. 88 Section 13.1769 SECTION 12.14. USA PATRIOT Separability 69 SECTION 12.15. U.S.A. Patriot Act 88 69 SECTION 12.16. Force Majeure 69 EXHIBITS Exhibit A. Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE B. Form of Legend for Rule 144A Notes and Other Notes That Are Restricted Notes B-1 Exhibit B FORM OF CERTIFICATE OF TRANSFER C. Form of Legend for Regulation S Note C-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE D. Form of Legend for Global Note D-1 Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS E. Form of Certificate To Be Delivered in Connection with Transfers to Non-QIB Accredited Investors E-1 Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE F. Form of Certificate To Be Delivered in Connection with Transfers Pursuant to Regulation S F-1 Exhibit G. Form of Guarantee G-1 INDENTURE, dated as of October 6March 13, 2014 2013, among AECOM Technology CorporationMERITAGE HOMES CORPORATION, a Delaware corporation Maryland corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages hereto and U.S. Bank National AssociationXXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: Holders. ARTICLE ONE

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 32 Section 4.06. Reinstatement. 32 ARTICLE FIVE DEFAULTS AND REMEDIES Section 5.01. Events of Default. 33 Section 5.02. Acceleration of Maturity Rescission and Annulment. 34 Section 5.03. Collection of Indebtedness and Suits for Enforcement by Trustee. 34 Section 5.04. Trustee May File Proofs of Claims. 35 Section 5.05. Trustee May Enforce Claims Without Possession of Notes. 35 Section 5.06. Application of Money Collected. 36 Section 5.07. Limitation on Suits. 36 Section 5.08. Unconditional Right of Holders To Receive Principal, Premium and Interest. 37 Section 5.09. Restoration of Rights and Remedies. 37 Section 5.10. Rights and Remedies Cumulative. 37 Section 5.11. Delay or Omission Not Waiver. 37 Section 5.12. Control by Majority. 37 Section 5.13. Waiver of Past Defaults. 37 Section 5.14. Undertaking for Costs. 38 Section 5.15. Waiver of Stay, Extension or Usury Laws. 38 ARTICLE SIX THE TRUSTEE Section 6.01. Certain Duties and Responsibilities. 38 Section 6.02. Notice of Defaults. 39 Section 6.03. Certain Rights of Trustee. 39 Section 6.04. Trustee Not Responsible for Recitals, Dispositions of Notes or Application of Proceeds Thereof. 40 Section 6.05. Trustee and Agents May Hold Notes; Collections; Etc. 40 Section 6.06. Money Held in Trust. 41 Section 6.07. Compensation and Indemnification of Trustee and Its Prior Claim. 41 Section 6.08. Conflicting Interests. 41 Section 6.09. Corporate Trustee Required; Eligibility. 42 Section 6.10. Resignation and Removal; Appointment of Successor Trustee. 42 Section 6.11. Acceptance of Appointment by Successor. 43 Section 6.12. Merger, Conversion, Amalgamation, Consolidation or Succession to Business. 43 ARTICLE SEVEN HOLDERS’ LISTS AND REPORTS BY TRUSTEE AND COMPANY Section 7.01. Preservation of Information; Company To Furnish Trustee Names and Addresses of Holders. 44 Section 7.02. Communications of Holders. 44 Section 7.03. Reports by Trustee. 44 Section 7.04. Reports by Company. 44 ARTICLE EIGHT CONSOLIDATION, MERGER, SALE OF ASSETS, ETC. Section 8.01. Company May Consolidate, etc., Only on Certain Terms. 45 Section 8.02. Successor Substituted. 45 Section 8.03. Consent and Approval of Merger or Consolidation. 46 ARTICLE NINE SUPPLEMENTAL INDENTURES AND WAIVERS Section 9.01. Supplemental Indentures, Agreements and Waivers Without Consent of Holders. 46 Section 9.02. Supplemental Indentures, Agreements and Waivers with Consent of Holders. 46 Section 9.03. Execution of Supplemental Indentures, Agreements and Waivers. 47 Section 9.04. Effect of Supplemental Indentures. 47 Section 9.05. Conformity with Trust Indenture Act. 48 Section 9.06. Reference in Notes to Supplemental Indentures. 48 Section 9.07. Record Date. 48 Section 9.08. Revocation and Effect of Consents. 48 ARTICLE TEN COVENANTS Section 10.01. Payment of Principal, Premium and Interest. 48 Section 10.02. Maintenance of Office or Agency. 48 Section 10.03. [Reserved]. 49 Section 10.04. Corporate Existence. 49 Section 10.05. Payment of Taxes and Other Claims. 49 Section 10.06. Maintenance of Properties. 49 Section 10.07. Insurance. 49 Section 10.08. Books and Records. 50 Section 10.09. Additional Amounts. 50 Section 10.10. Change of Control. 52 Section 10.11. Limitation on Indebtedness. 54 Section 10.12. Statement by Officers as to Default. 56 Section 10.13. Limitation on Restricted Payments. 56 Section 10.14. Limitation on Affiliate Transactions. 58 Section 10.15. Limitation on Sales of Assets and Subsidiary Stock 59 Section 10.16. Limitation on Liens. 61 Section 10.17. Limitation on Lines of Business. 61 Section 10.18. Limitation of Guarantees by Restricted Subsidiaries. 61 Section 10.19. Limitation on the Sales or Issuance of Capital Stock of Restricted Subsidiaries. 61 Section 10.20. Limitation on Restrictions on Distributions from Restricted Subsidiaries. 62 Section 10.21. Compliance Certificates and Opinions. 63 ARTICLE ELEVEN SATISFACTION AND DISCHARGE Section 11.01. Satisfaction and Discharge of Indenture. 64 Section 11.02. Application of Trust Money. 64 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01. Escrow of Proceeds 83 Notices to the Trustee. 65 Section 12.02. Special Mandatory Redemption 83 Selection of Notes To Be Redeemed. 65 Section 12.03. Release Notice of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Redemption. 65 Section 13.0112.04. TIA Controls 84 Effect of Notice of Redemption. 66 Section 13.0212.05. Notices 84 Deposit of Redemption Price. 66 Section 13.0312.06. Communication by Holders Notes Redeemed or Purchased in Part. 66 Section 12.07. Optional Redemption. 66 Exhibit A – Form of Notes with Other Holders of Notes 85 Section 13.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Note Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE – Form of Legend for Book-Entry Securities INDENTURE, dated as of October 6, 2014 among AECOM Technology Corporation2003, between Alestra, S. de X.X. de C.V., a Delaware corporation sociedad de responsabilidad limitada de capital variable organized under the laws of the United Mexican States (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto issuer, and U.S. The Bank National Associationof New York, a New York banking corporation, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE.

Deposited Money and U. S. Government Obligations Securities to Be be Held in Trust; Other Miscellaneous Provisions 83 106 Section 8.06. Repayment to Issuer 106 Section 8.07. Reinstatement 107 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION 9 AMENDMENT, SUPPLEMENT AND WAIVER 107 Section 9.01. Without Consent of Holders 107 Section 9.02. With Consent of Holders 108 Section 9.03. [Reserved] 109 Section 9.04. Revocation and Effect of Consents 109 Section 9.05. Notation on or Exchange of Notes 110 Section 9.06. Trustee to Sign Amendments, etc. 110 ARTICLE 10 GUARANTEES 110 Section 10.01. Guarantee 110 Section 10.02. Limitation on Guarantor Liability 111 Section 10.03. Execution and Delivery 112 Section 10.04. Subrogation 112 Section 10.05. Benefits Acknowledged 112 Section 10.06. Release of Guarantees 112 ARTICLE 11 SATISFACTION AND DISCHARGE 113 Section 11.01. Satisfaction and Discharge 113 Section 11.02. Application of Trust Money 114 ARTICLE 12 MISCELLANEOUS 114 Section 12.01. Escrow of Proceeds 83 Notices 114 Section 12.02. Special Mandatory Redemption 83 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 116 Section 13.0412.03. Certificate Certification and Opinion as to Conditions Precedent 85 116 Section 13.0512.04. Statements Required in Certificate Certification or Opinion 85 116 Section 13.0612.05. Rules by Trustee and Agents 86 116 Section 13.0712.06. No Personal Liability of Directors, Officers, Employees and Stockholders 86 116 Section 13.0812.07. Governing Law; Law 117 Section 12.08. Waiver of Jury Trial 86 117 Section 13.0912.09. [Intentionally Omitted] 86 Force Majeure 117 Section 13.1012.10. No Adverse Interpretation of Other Agreements 86 117 Section 13.1112.11. Successors 86 117 Section 13.1212.12. Severability 86 Severability; Entire Agreement 117 Section 13.1312.13. Counterpart Originals 86 117 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1612.14. Table of Contents, Headings, Etcetc. 88 117 Section 13.1712.15. USA PATRIOT Patriot Act 88 117 EXHIBITS Exhibit A-1 A FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE INDENTURE, dated as of October 6February 2, 2014 2021, among AECOM Technology CorporationHilton Domestic Operating Company Inc., a Delaware corporation (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowherein) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) party hereto and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued Wilmington Trust, National Association, a national banking association, as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONETrustee.

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 106 Section 8.06. Repayment to the Company 107 Section 8.07. Reinstatement 107 ARTICLE NINE AMENDMENT, SUPPLEMENT AND WAIVER 108 Section 9.01. Without Consent of Holders of Notes 108 Section 9.02. With Consent of Holders of Notes 109 Section 9.03. Compliance with the Trust Indenture Act 110 Section 9.04. Revocation and Effect of Consents 111 Section 9.05. Notation on or Exchange of Notes 111 Section 9.06. Trustee to Sign Amendments, Etc. 111 ARTICLE TEN SUBSIDIARY GUARANTEES 111 Section 10.01. Subsidiary Guarantee 111 Section 10.02. Limitation on Subsidiary Guarantor Liability 112 Section 10.03. Execution and Delivery of Notation of Guarantee 113 Section 10.04. Releases of Subsidiary Guarantors 113 ARTICLE ELEVEN COLLATERAL AND SECURITY 114 Section 11.01. The Collateral Trustee 114 Section 11.02. Authority Of Collateral Trustee To Release Collateral And Liens 119 Section 11.03. Security Documents 119 Section 11.04. Intercreditor Agreement and Collateral Trust Agreement 120 Section 11.05. Release of Collateral 121 Section 11.06. Form and Sufficiency of Release 122 Section 11.07. After-Acquired Property 123 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION SATISFACTION AND DISCHARGE 123 Section 12.01. Escrow of Proceeds 83 Section 12.02. Special Mandatory Redemption 83 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04. Certificate Satisfaction and Opinion as to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEDischarge 123

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 76 SECTION 9.06. Reinstatement 76 SECTION 9.07. Moneys Held by Paying Agent 77 SECTION 9.08. Moneys Held by Trustee 77 ARTICLE TWELVE ESCROW Ten GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee 77 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee 78 SECTION 10.03. Special Mandatory Redemption 83 Section 12.03Limitation of Guarantee 78 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor 79 SECTION 10.05. Waiver of Subrogation 79 ARTICLE THIRTEEN Eleven MISCELLANEOUS Section 13.01SECTION 11.01. TIA Controls 84 Section 13.02Trust Indenture Act 80 SECTION 11.02. Notices 84 Section 13.0380 SECTION 11.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Section 13.0481 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0581 SECTION 11.05. Statements Required in Certificate or and Opinion 85 Section 13.0682 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.0782 SECTION 11.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Business Days 82 SECTION 11.08. Governing Law; Law 82 SECTION 11.09. Waiver of Jury Trial 86 Section 13.0982 SECTION 11.10. [Intentionally Omitted] 86 Section 13.10Force Majeure 82 SECTION 11.11. No Adverse Interpretation of Other Agreements 86 Section 13.1183 SECTION 11.12. No Recourse Against Others 83 SECTION 11.13. Successors 86 Section 13.1283 SECTION 11.14. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16Multiple Counterparts 83 SECTION 11.15. Table of Contents, Headings, Etcetc. 88 Section 13.1783 SECTION 11.16. Separability 84 SECTION 11.17. USA PATRIOT Patriot Act 88 84 EXHIBITS Exhibit A Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE Form of Certificate to Be Delivered in Connection with Transfers Pursuant to Regulation S C-1 INDENTURE, dated as of October 6December 4, 2014 among AECOM Technology Corporation2017, between MATCH GROUP, INC., a Delaware corporation corporation, as issuer (the “CompanyIssuer”)) and COMPUTERSHARE TRUST COMPANY, the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National AssociationN.A., as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE

Deposited Money and U. S. Government Obligations obligations to Be Held in Trust; Other Miscellaneous Provisions 83 63 Section 13.06. Reinstatement 63 ARTICLE TWELVE ESCROW OF PROCEEDSXIV SUBORDINATION 64 Section 14.01. Applicability of Article; SPECIAL MANDATORY REDEMPTION Agreement to Subordinate 64 Section 12.0114.02. Escrow Liquidation, Dissolution, Bankruptcy 64 Section 14.03. Default on Senior Indebtedness 64 Section 14.04. Acceleration of Proceeds 83 Payment of Debt Securities 65 Section 12.0214.05. Special Mandatory Redemption 83 When Distribution Must Be Paid Over 65 Section 12.0314.06. Release Subrogation 65 Section 14.07. Relative Rights 66 Section 14.08. Subordination May Not Be Impaired by Company 66 Section 14.09. Rights of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Trustee and Paying Agent 66 Section 13.0114.10. TIA Controls 84 Distribution or Notice to Representative 66 Section 13.0214.11. Notices 84 Article XIV Not to Prevent Defaults or Limit Right to Accelerate 66 Section 13.0314.12. Communication Trust Moneys Not Subordinated 66 Section 14.13. Trustee Entitled to Rely 67 Section 14.14. Trustee to Effectuate Subordination 68 Section 14.15. Trustee Not Fiduciary for Holders of Senior Indebtedness 69 Section 14.16. Reliance by Holders of Notes with Other Holders Senior Indebtedness on Subordination Provisions 70 Note: This table of Notes 85 Section 13.04contents shall not, for any purpose, be deemed to be a part of the Indenture. Certificate and Opinion as CAPITAL SENIOR LIVING CORPORATION Certain Sections of the this Subordinated Indenture relating to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability Sections 310 — 318, inclusive, of Directors, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver the Trust Indenture Act of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association1939, as Trustee amended Trust Indenture Act Indenture Section Section 310(a)(1) 6.09 (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 a)(2) 6.09 (the “2022 Notes”a)(3) and its 5.875% Senior Notes due 2024 N.A. (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantorsa)(4) N.A. (a)(5) 6.09 (b) 6.08, in accordance with its terms6.10 (c) N.A. 311(a) 6.13 (b) 6.13 (c) N.A. 312(a) 7.01, have been done. The Company7.02 (b) 7.02 (c) 7.02 313(a) 7.03 (b)(1) N.A. (b)(2) 7.03 (c) 7.03 (d) 7.03 314(a) 7.04 (a)(4) 1.04, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders 10.04 (as defined belowb) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEN.A. (c)(1) 1.02 (c)(2) 1.02 (c)(3) N.A. (d) N.A. (e) 1.02 (f) N.A. 315(a) 6.01 (b) 6.02 (c) 6.01 (d) 6.01 (e) 5.14 316(a)(last sentence) 1.01 (a)(1)(A) 5.02, 5.12 (a)(1)(B) 5.13 (a)(2) N.A. (b) 5.08 (c) 1.04 317(a)(1) 5.03 (a)(2) 5.04 (b) 10.03 318(a) 1.07 (b) N.A. (c) 1.07

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 59 SECTION 9.06. Reinstatement. 60 SECTION 9.07. Moneys Held by Paying Agent. 60 SECTION 9.08. Moneys Held by Trustee. 60 Page ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee. 61 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee. Special Mandatory Redemption 83 Section 12.0362 SECTION 10.03. Limitation of Guarantee. 62 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor. 63 SECTION 10.05. Waiver of Subrogation. 63 ARTICLE THIRTEEN ELEVEN [INTENTIONALLY OMITTED] ARTICLE TWELVE MISCELLANEOUS Section 13.01SECTION 12.01. TIA Controls 84 Section 13.02Trust Indenture Act Controls. Notices 84 Section 13.0364 SECTION 12.02. Communication Notices. 64 SECTION 12.03. Communications by Holders of Notes with Other Holders of Notes 85 Section 13.04Holders. 66 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05Precedent. 66 SECTION 12.05. Statements Required in Certificate or Opinion 85 Section 13.06and Opinion. 67 SECTION 12.06. Rules by Trustee and Agents 86 Section 13.07Agents. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0867 SECTION 12.07. Business Days; Legal Holidays. 67 SECTION 12.08. Governing Law; Waiver of Jury Trial 86 Section 13.09Trial. [Intentionally Omitted] 86 Section 13.1067 SECTION 12.09. No Adverse Interpretation of Other Agreements 86 Section 13.11Agreements. Successors 86 Section 13.1268 SECTION 12.10. Severability 86 Section 13.13No Recourse Against Others. Counterpart Originals 86 Section 13.1468 SECTION 12.11. Acts of Holders 87 Section 13.15Successors. Benefit of Indenture 88 Section 13.1668 SECTION 12.12. Multiple Counterparts. 68 SECTION 12.13. Table of Contents, Headings, Etcetc. 88 Section 13.1769 SECTION 12.14. USA PATRIOT Act 88 Separability. 69 SECTION 12.15. U.S.A. Patriot Act. 69 SECTION 12.16. Force Majeure. 69 EXHIBITS Exhibit A. Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE B. Form of Legend for Rule 144A Notes and Other Notes That Are Restricted Notes B-1 Exhibit B FORM OF CERTIFICATE OF TRANSFER C. Form of Legend for Regulation S Note C-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE D. Form of Legend for Global Note D-1 Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS E. Form of Certificate To Be Delivered in Connection with Transfers to Non-QIB Accredited Investors E-1 Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE F. Form of Certificate To Be Delivered in Connection with Transfers Pursuant to Regulation S F-1 Exhibit G. Form of Guarantee G-1 INDENTURE, dated as of October 6April 10, 2014 2012, among AECOM Technology CorporationMERITAGE HOMES CORPORATION, a Delaware corporation Maryland corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages hereto and U.S. Bank National AssociationXXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: Holders. ARTICLE ONE

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 136 Section 15.03. Repayment to the Company 136 Section 15.04. Reinstatement 137 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION SIXTEEN MISCELLANEOUS 137 Section 12.0116.01. Escrow No Adverse Interpretation of Proceeds 83 Other Agreements 137 Section 12.02. Special Mandatory Redemption 83 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.0216.02. Notices 84 137 Section 13.0316.03. Communication by Holders of Notes with Other Holders of Notes 85 138 Section 13.0416.04. Certificate and Opinion as to Conditions Precedent 85 138 Section 13.0516.05. Statements Required in Certificate or Opinion 85 138 Section 13.0616.06. Rules by Trustee and Agents 86 139 Section 13.0716.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 139 Section 13.0816.08. Governing Law; Waiver of Jury Trial 86 Law 139 Section 13.0916.09. [Intentionally Omitted] 86 Trust Indenture Act Controls 140 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.1116.10. Successors 86 140 Section 13.1216.11. Severability 86 140 Section 13.1316.12. Counterpart Originals 86 140 Section 13.1416.13. Acts of Holders 87 140 Section 13.1516.14. Benefit of Indenture 88 142 Section 13.1616.15. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 Etc 142 EXHIBITS AND SCHEDULES Exhibit A-1 FORM OF 2022 NOTE A Form of Note Exhibit A-2 FORM OF 2024 NOTE B-1 Form of Certificate of Transfer Exhibit B FORM OF CERTIFICATE OF TRANSFER B-2 Form of Certificate from Acquiring Institutional Accredited Investors Exhibit C FORM OF CERTIFICATE OF EXCHANGE Form of Certificate of Exchange Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Form of Notation of Guarantee Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Form of Guarantor Supplemental Indenture Schedule 7.27 Affiliate Transactions INDENTURE (this “Indenture”), dated as of October 6May [ ], 2014 among AECOM Technology 2019, by and between Xxxxxxxx Petroleum Corporation, a Delaware corporation (the “Company”), Xxxxxxxx Petroleum Company, L.L.C., as the initial Subsidiary Guarantors (as defined below) listed on the signature pages hereto Guarantor, and U.S. Bank Wilmington Trust, National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 NotesTrustee”) and its 5.875% Senior Notes due 2024 Collateral Agent (the “2024 NotesCollateral Agent”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE.

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 76 SECTION 9.06. Reinstatement. 76 SECTION 9.07. Moneys Held by Paying Agent. 77 SECTION 9.08. Moneys Held by Trustee. 77 ARTICLE TWELVE ESCROW Ten GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee. 77 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee. Special Mandatory Redemption 83 Section 12.0378 SECTION 10.03. Limitation of Guarantee. 78 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor. 79 SECTION 10.05. Waiver of Subrogation. 79 ARTICLE THIRTEEN Eleven MISCELLANEOUS Section 13.01SECTION 11.01. TIA Controls 84 Section 13.02Trust Indenture Act. Notices 84 Section 13.0380 SECTION 11.02. Communication Notices. 80 SECTION 11.03. Communications by Holders of Notes with Other Holders of Notes 85 Section 13.04Holders. 81 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05Precedent. 81 SECTION 11.05. Statements Required in Certificate or Opinion 85 Section 13.06and Opinion. 82 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.07Agents. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0882 SECTION 11.07. Business Days. 82 SECTION 11.08. Governing Law; . 82 SECTION 11.09. Waiver of Jury Trial 86 Section 13.0982 SECTION 11.10. [Intentionally Omitted] 86 Section 13.10Force Majeure 82 SECTION 11.11. No Adverse Interpretation of Other Agreements 86 Section 13.11Agreements. Successors 86 Section 13.1283 SECTION 11.12. Severability 86 Section 13.13No Recourse Against Others. Counterpart Originals 86 Section 13.1483 SECTION 11.13. Acts of Holders 87 Section 13.15Successors. Benefit of Indenture 88 Section 13.1683 SECTION 11.14. Multiple Counterparts. 83 SECTION 11.15. Table of Contents, Headings, Etcetc. 88 Section 13.1783 SECTION 11.16. Separability. 84 SECTION 11.17. USA PATRIOT Patriot Act 88 84 EXHIBITS Exhibit A Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE Form of Certificate to Be Delivered in Connection with Transfers Pursuant to Regulation S C-1 INDENTURE, dated as of October 6December 4, 2014 among AECOM Technology Corporation2017, between MATCH GROUP, INC., a Delaware corporation corporation, as issuer (the “CompanyIssuer”)) and COMPUTERSHARE TRUST COMPANY, the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National AssociationN.A., as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEONE DEFINITIONS AND INCORPORATION BY REFERENCE

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 85 SECTION 9.06. Reinstatement. 86 SECTION 9.07. Moneys Held by Paying Agent. 86 SECTION 9.08. Moneys Held by Trustee. 86 ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee. 87 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee. Special Mandatory Redemption 83 Section 12.0388 SECTION 10.03. Limitation of Guarantee. 88 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor. 89 SECTION 10.05. Waiver of Subrogation. 89 ARTICLE THIRTEEN ELEVEN [INTENTIONALLY OMITTED] ARTICLE TWELVE MISCELLANEOUS Section 13.01SECTION 12.01. TIA Controls 84 Section 13.02Trust Indenture Act Controls. Notices 84 Section 13.0390 SECTION 12.02. Communication Notices. 90 SECTION 12.03. Communications by Holders of Notes with Other Holders of Notes 85 Section 13.04Holders. 91 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05Precedent. 92 SECTION 12.05. Statements Required in Certificate or Opinion 85 Section 13.06and Opinion. 92 SECTION 12.06. Rules by Trustee and Agents 86 Section 13.07Agents. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0892 SECTION 12.07. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.1093 SECTION 12.08. No Adverse Interpretation of Other Agreements 86 Section 13.11Agreements. Successors 86 Section 13.1293 SECTION 12.09. Severability 86 Section 13.13No Recourse Against Others. Counterpart Originals 86 Section 13.1493 SECTION 12.10. Acts of Holders 87 Section 13.15Successors. Benefit of Indenture 88 Section 13.1693 SECTION 12.11. Multiple Counterparts. 94 SECTION 12.12. Table of Contents, Headings, Etcetc. 88 Section 13.1794 SECTION 12.13. USA PATRIOT Act 88 Separability. 94 Page EXHIBITS Exhibit A. Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE B. Form of Legend for Global Note B-1 Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE C. Form of Guarantee C-1 INDENTURE, dated as of October 6[ ], 2014 2003, among AECOM Technology CorporationXXXXXXX XXXX HOMES, INC., a Delaware corporation California corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages hereto and U.S. Bank National AssociationBANK NATIONAL ASSOCIATION, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: Holders. ARTICLE ONE

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 60 SECTION 9.06. Reinstatement. 61 SECTION 9.07. Moneys Held by Paying Agent. 61 SECTION 9.08. Moneys Held by Trustee. 61 Page ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee. 62 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee. Special Mandatory Redemption 83 Section 12.0363 SECTION 10.03. Limitation of Guarantee. 63 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor. 64 SECTION 10.05. Waiver of Subrogation. 64 ARTICLE THIRTEEN ELEVEN [INTENTIONALLY OMITTED] ARTICLE TWELVE MISCELLANEOUS Section 13.01SECTION 12.01. TIA Controls 84 Section 13.02Trust Indenture Act Controls. Notices 84 Section 13.0365 SECTION 12.02. Communication Notices. 65 SECTION 12.03. Communications by Holders of Notes with Other Holders of Notes 85 Section 13.04Holders. 66 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05Precedent. 67 SECTION 12.05. Statements Required in Certificate or Opinion 85 Section 13.06and Opinion. 67 SECTION 12.06. Rules by Trustee and Agents 86 Section 13.07Agents. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0867 SECTION 12.07. Business Days; Legal Holidays. 67 SECTION 12.08. Governing Law; Waiver of Jury Trial 86 Section 13.09Trial. [Intentionally Omitted] 86 Section 13.1068 SECTION 12.09. No Adverse Interpretation of Other Agreements 86 Section 13.11Agreements. Successors 86 Section 13.1268 SECTION 12.10. Severability 86 Section 13.13No Recourse Against Others. Counterpart Originals 86 Section 13.1468 SECTION 12.11. Acts of Holders 87 Section 13.15Successors. Benefit of Indenture 88 Section 13.1669 SECTION 12.12. Multiple Counterparts. 69 SECTION 12.13. Table of Contents, Headings, Etcetc. 88 Section 13.1769 SECTION 12.14. USA PATRIOT Act 88 Separability. 69 SECTION 12.15. U.S.A. Patriot Act. 69 SECTION 12.16. Force Majeure. 69 EXHIBITS Exhibit A. Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE B. Form of Legend for Rule 144A Notes and Other Notes That Are Restricted Notes B-1 Exhibit B FORM OF CERTIFICATE OF TRANSFER C. Form of Legend for Regulation S Note C-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE D. Form of Legend for Global Note D-1 Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS E. Form of Certificate To Be Delivered in Connection with Transfers to Non-QIB Accredited Investors E-1 Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE F. Form of Certificate To Be Delivered in Connection with Transfers Pursuant to Regulation S F-1 Exhibit G. Form of Guarantee G-1 INDENTURE, dated as of October 6June 2, 2014 2015, among AECOM Technology CorporationMERITAGE HOMES CORPORATION, a Delaware corporation Maryland corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages hereto and U.S. Bank National AssociationXXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: Holders. ARTICLE ONE

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 64 Section 12.06. Reinstatement 64 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01. Escrow of Proceeds 83 Section 12.02. Special Mandatory Redemption 83 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS XIII GUARANTEES 65 Section 13.01. TIA Controls 84 Guarantees 65 ARTICLE XIV SUBORDINATION OF SECURITIES 68 Section 13.0214.01. Notices 84 Securities Subordinate to Senior Debt 68 Section 13.0314.02. Communication by Holders Payment Over of Notes with Other Holders of Notes 85 Section 13.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, HeadingsProceeds Upon Dissolution, Etc. 88 69 Section 13.1714.03. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE Prior Payment to Senior Debt Upon Acceleration of Securities 70 Section 14.04. No Payment When Senior Debt in Default 70 Section 14.05. Payment Permitted in Certain Situations 71 Section 14.06. Subrogation to Rights of Holders of Senior Debt 71 Section 14.07. Provisions Solely to Define Relative Rights 72 Section 14.08. Trustee to Effectuate Subordination 72 Section 14.09. No Waiver of Subordination Provisions 72 Section 14.10. Notice to Trustee 73 Section 14.11. Reliance on Judicial Order or Certificate of Liquidating Agent 73 Section 14.12. Trustee Not Fiduciary For Holders of Senior Debt 73 Section 14.13. Rights of Trustee as Holder of Senior Debt; Preservation of Trustees Rights 74 Section 14.14. Article Applicable to Paying Agents 74 ARTICLE XV SECURITY 74 Section 15.01. Security 74 INDENTURE, dated as of October 6[ ], 2014 among AECOM Technology CorporationNAVISTAR INTERNATIONAL CORPORATION, a corporation duly organized and existing under the laws of Delaware corporation (herein called the “Company”), having its principal office at 0000 Xxxxxxxx Xxxx, Xxxxxxxxxxx, Xxxxxxxx 00000, the Subsidiary Guarantors (as defined below) listed on the signature pages hereto hereinafter), each having its principal office at 0000 Xxxxxxxx Xxxx, Xxxxxxxxxxx, Xxxxxxxx 00000, and U.S. The Bank National Associationof New York Mellon Trust Company, N.A., as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (herein called the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE.

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 90 Section 4.06. Reinstatement 90 ARTICLE TWELVE ESCROW OF PROCEEDSFIVE REMEDIES Section 5.01. Events of Default 91 Section 5.02. Acceleration of Maturity; SPECIAL MANDATORY REDEMPTION Rescission and Annulment 95 Section 12.015.03. Escrow Collection of Indebtedness and Suits for Enforcement by Trustee 96 Section 5.04. Trustee May File Proofs of Claim 97 Section 5.05. Trustee May Enforce Claims Without Possession of Securities 98 Section 5.06. Application of Money Collected 98 Section 5.07. Limitation on Suits 99 Section 5.08. Unconditional Right of Holders to Receive Principal and Interest 100 Section 5.09. Restoration of Rights and Remedies 100 Section 5.10. Rights and Remedies Cumulative 100 Section 5.11. Delay or Omission Not Waiver 100 Section 5.12. Control by Majority 101 Section 5.13. Waiver of Past Defaults 101 Section 5.14. Undertaking for Costs 101 Section 5.15. Waiver of Stay, Extension or Usury Laws 102 ARTICLE SIX THE TRUSTEE AND OTHER AGENTS Section 6.01. Certain Duties and Responsibilities 102 Section 6.02. Notice of Defaults 103 Section 6.03. Certain Rights of Trustee 103 Section 6.04. Trustee Not Responsible for Recitals, Dispositions of Securities or Application of Proceeds 83 Thereof 106 Section 12.026.05. Special Mandatory Redemption 83 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 May Hold Securities; Collections; Etc 106 Section 13.076.06. Money Held in Trust 106 Section 6.07. Compensation and Indemnification of Trustee and Its Prior Claim 106 Section 6.08. Conflicting Interests 108 Section 6.09. Corporate Trustee Required; Eligibility 108 Section 6.10. Resignation and Removal; Appointment of Successor Trustee 108 Section 6.11. Acceptance of Appointment by Successor 110 Section 6.12. Merger, Conversion, Amalgamation, Consolidation or Succession to Business 111 Section 6.13. Preferential Collection of Claims Against Company 111 Section 6.14. Appointment of Co-Trustee 111 Section 6.15. Appointment of Authenticating Agent 112 Section 6.16. Intercreditor Agreement; No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Obligations With Respect to Collateral or Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: Security Documents 114 ARTICLE ONESEVEN

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 86 SECTION 9.06. Reinstatement. 87 SECTION 9.07. Moneys Held by Paying Agent. 87 SECTION 9.08. Moneys Held by Trustee. 87 ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee. 88 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee. Special Mandatory Redemption 83 Section 12.0389 SECTION 10.03. Limitation of Guarantee. 89 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor. 90 SECTION 10.05. Waiver of Subrogation. 90 ARTICLE THIRTEEN ELEVEN [INTENTIONALLY OMITTED] ARTICLE TWELVE MISCELLANEOUS Section 13.01SECTION 12.01. TIA Controls 84 Section 13.02Trust Indenture Act Controls. Notices 84 Section 13.0391 SECTION 12.02. Communication Notices. 91 SECTION 12.03. Communications by Holders of Notes with Other Holders of Notes 85 Section 13.04Holders. 93 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05Precedent. 93 SECTION 12.05. Statements Required in Certificate or Opinion 85 Section 13.06and Opinion. 93 SECTION 12.06. Rules by Trustee and Agents 86 Section 13.07Agents. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0894 SECTION 12.07. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.1094 SECTION 12.08. No Adverse Interpretation of Other Agreements 86 Section 13.11Agreements. Successors 86 Section 13.1294 SECTION 12.09. Severability 86 Section 13.13No Recourse Against Others. Counterpart Originals 86 Section 13.1494 SECTION 12.10. Acts of Holders 87 Section 13.15Successors. Benefit of Indenture 88 Section 13.1695 SECTION 12.11. Multiple Counterparts. 95 SECTION 12.12. Table of Contents, Headings, Etcetc. 88 Section 13.1795 SECTION 12.13. USA PATRIOT Act 88 Separability. 95 Page EXHIBITS Exhibit A. Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE B. Form of Legend for Global Note B-1 Exhibit B FORM OF CERTIFICATE OF TRANSFER C. Form of Guarantee C-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE D. Form of Legend for Rule 144A Notes and Other Notes That are Restricted Notes D-1 Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS E. Form of Legend for Regulation S Note E-1 Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE F. Form of Certificate To Be Delivered in Connection with Transfers to Non-QIB Accredited Investors F-1 Exhibit G Form of Certificate To Be Delivered in connection with Transfers Pursuant to Regulation S G-1 INDENTURE, dated as of October February 6, 2014 2004, among AECOM Technology CorporationXXXXXXX XXXX HOMES, INC., a Delaware corporation California corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages hereto and U.S. Bank National AssociationBANK NATIONAL ASSOCIATION, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEHolders.

Deposited Money and U. S. Government Obligations Securities to Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 38 SECTION 8.06. Satisfaction and Discharge. 38 SECTION 8.07. Repayment to Company. 39 SECTION 8.08. Reinstatement. 39 SECTION 8.09. Survival. 39 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.019 AMENDMENT, SUPPLEMENT AND WAIVER 40 SECTION 9.01. Escrow Without Consent of Proceeds 83 Section 12.02Holder. Special Mandatory Redemption 83 Section 12.0340 SECTION 9.02. Release With Consent of Escrowed Property 83 Page Holders of Notes. 41 SECTION 9.03. Compliance with Trust Indenture Act. 42 SECTION 9.04. Revocation and Effect of Consents. 42 SECTION 9.05. Trustee to Sign Amendments. 42 ARTICLE THIRTEEN 10 MISCELLANEOUS Section 13.0142 SECTION 10.01. TIA Controls 84 Section 13.02Trust Indenture Act Controls. Notices 84 Section 13.0343 SECTION 10.02. Notices. 43 SECTION 10.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04Notes. 44 SECTION 10.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05Precedent. 44 SECTION 10.05. Statements Required in Certificate or Opinion 85 Section 13.06Opinion. 44 SECTION 10.06. Rules by Trustee and Agents 86 Section 13.07Agents. 45 SECTION 10.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Stockholders. 45 SECTION 10.08. Governing Law; Waiver of Jury Trial 86 Section 13.09Trial. [Intentionally Omitted] 86 Section 13.1045 SECTION 10.09. No Adverse Interpretation of Other Agreements 86 Section 13.11Agreements. Successors 86 Section 13.1245 SECTION 10.10. Severability 86 Section 13.13Successors. 45 SECTION 10.11. Severability. 45 SECTION 10.12. Counterpart Originals 86 Section 13.14Originals. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1646 SECTION 10.13. Table of Contents, Headings, Etcetc. 88 46 SECTION 10.14. Force Majeure. 46 EXHIBITS EXHIBIT A Form of Note XXXX CORPORATION RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939 AND INDENTURE Section 13.17. USA PATRIOT of Trust Indenture Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below1939 Section(s) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEIndenture ss. 310 (a) (1) 609*

Deposited Money and U. S. Government Obligations Securities to Be Held in Trust; Other Miscellaneous Provisions 83 74 SECTION 8.06. Satisfaction and Discharge 74 SECTION 8.07. Repayment to Company 74 SECTION 8.08. Reinstatement 75 SECTION 8.09. Survival 75 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.019 AMENDMENT, SUPPLEMENT AND WAIVER 75 SECTION 9.01. Escrow Without Consent of Proceeds 83 Section 12.02Holder 75 SECTION 9.02. Special Mandatory Redemption 83 Section 12.03. Release With Consent of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02. Notices 84 Section 13.03. Communication by Holders of Notes 76 SECTION 9.03. Compliance with Other Trust Indenture Act 77 SECTION 9.04. Revocation and Effect of Consents 78 SECTION 9.05. Trustee to Sign Amendments 78 ARTICLE 10 SUBORDINATION 78 SECTION 10.01. Agreement to Subordinate 78 SECTION 10.02. Liquidation, Dissolution, Bankruptcy 78 SECTION 10.03. Default on Senior Debt of Guarantor 79 SECTION 10.04. Acceleration of Payment of Notes 79 SECTION 10.05. When Distribution Must Be Paid Over 80 SECTION 10.06. Subrogation 80 SECTION 10.07. Relative Rights 80 SECTION 10.08. Subordination May Not Be Impaired by the Company 80 SECTION 10.09. Rights of Trustee and Paying Agent 80 SECTION 10.10. Distribution or Notice to Representative 81 SECTION 10.11. Not to Prevent Events of Default or Limit Rights to Accelerate 81 SECTION 10.12. Trustee Moneys Not Subordinated 81 SECTION 10.13. Trustee Entitled to Rely 81 SECTION 10.14. Trustee to Effectuate Subordination 81 SECTION 10.15. Trustee Not Fiduciary for Holders of Notes 85 Section 13.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement Debt of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE82

Deposited Money and U. S. Government Obligations Securities to Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 62 Section 8.06 Satisfaction and Discharge. 62 Section 8.07 Repayment to Company. 62 Section 8.08 Reinstatement. 63 Section 8.09 Survival. 63 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION IX AMENDMENT, SUPPLEMENT AND WAIVER 63 Section 12.019.01 Without Consent of Holder. Escrow 63 Section 9.02 With Consent of Proceeds 83 Holders of Notes. 64 Section 12.029.03 Compliance with Trust Indenture Act. Special Mandatory Redemption 83 65 Section 12.039.04 Revocation and Effect of Consents. 65 Section 9.05 Trustee to Sign Amendments. 65 ARTICLE X [RESERVED] 65 ARTICLE XI GUARANTEES 65 Section 11.01 Guarantees. 65 Section 11.02 Limitation on Liability. 66 Section 11.03 Successors and Assigns. 66 Section 11.04 No Waiver. 67 Section 11.05 [Reserved]. 67 Section 11.06 Release of Escrowed Property 83 Page Guarantor. 67 Section 11.07 Contribution. 67 ARTICLE THIRTEEN XII [RESERVED] 67 ARTICLE XIII MISCELLANEOUS 67 Section 13.0113.01 Trust Indenture Act Controls. TIA Controls 84 67 Section 13.0213.02 Notices. Notices 84 67 Section 13.03. 13.03 Communication by Holders of Notes with Other Holders of Notes 85 Notes. 69 Section 13.04. 13.04 Certificate and Opinion as to Conditions Precedent 85 Precedent. 69 Section 13.05. 13.05 Statements Required in Certificate or Opinion 85 Opinion. 69 Section 13.06. 13.06 Rules by Trustee and Agents 86 Agents. 69 Section 13.07. 13.07 No Personal Liability of Directors, Officers, Employees and Stockholders 86 Stockholders. 69 Section 13.08. 13.08 Governing Law; Waiver of Jury Trial 86 . 70 Section 13.09. [Intentionally Omitted] 86 Section 13.10. 13.09 No Adverse Interpretation of Other Agreements 86 Agreements. 70 Section 13.1113.10 Successors. Successors 86 70 Section 13.1213.11 Severability. Severability 86 70 Section 13.1313.12 Counterpart Originals. Counterpart Originals 86 70 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. 13.13 Table of Contents, Headings, Etc. 88 70 Section 13.1713.14 Force Majeure. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the 70 Section 13.15 Note Purchases by Company and the initial Subsidiary GuarantorsAffiliates. 70 Exhibit A: Form of Note Exhibit B: Form of Guarantee JARDEN CORPORATION RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939 AND INDENTURE, in accordance with its termsDATED AS OF APRIL 30, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit 2009 Section of each other and for the equal and ratable benefit Trust Indenture Act of the Holders (as defined below1939 Section(s) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEIndenture §. 310 (a) (1) 7.10 (a) (2) 7.10 (a) (3) N.A.

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 80 SECTION 9.06. Reinstatement. 80 SECTION 9.07. Moneys Held by Paying Agent. 80 SECTION 9.08. Moneys Held by Trustee. 81 ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee. 81 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee. Special Mandatory Redemption 83 Section 12.0382 SECTION 10.03. Limitation of Guarantee. 82 SECTION 10.04. Release of Escrowed Property Guarantor. 83 Page SECTION 10.05. Waiver of Subrogation. 83 ARTICLE THIRTEEN ELEVEN MISCELLANEOUS Section 13.01SECTION 11.01. TIA Controls Trust Indenture Act Controls. 84 Section 13.02SECTION 11.02. Notices Notices. 84 Section 13.03SECTION 11.03. Communication Communications by Holders of Notes with Other Holders of Notes Holders. 85 Section 13.04SECTION 11.04. Certificate and Opinion as to Conditions Precedent Precedent. 85 Section 13.05SECTION 11.05. Statements Required in Certificate or Opinion 85 Section 13.06and Opinion. 86 SECTION 11.06. Rules by Trustee and Agents Agents. 86 Section 13.07SECTION 11.07. No Personal Liability of Directors, Officers, Employees and Stockholders Business Days. 86 Section 13.08SECTION 11.08. Governing Law; . 86 SECTION 11.09. Waiver of Jury Trial 86 Section 13.0987 SECTION 11.10. [Intentionally Omitted] 86 Section 13.10Force Majeure 87 SECTION 11.11. No Adverse Interpretation of Other Agreements 86 Section 13.11Agreements. Successors 86 Section 13.1287 SECTION 11.12. Severability 86 Section 13.13No Recourse Against Others. Counterpart Originals 86 Section 13.1487 SECTION 11.13. Acts of Holders Successors. 87 Section 13.15SECTION 11.14. Benefit of Indenture Multiple Counterparts. 88 Section 13.16SECTION 11.15. Table of Contents, Headings, Etcetc. 88 Section 13.17SECTION 11.16. Separability. 88 SECTION 11.17. USA PATRIOT Patriot Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as ARTICLE TWELVE COLLATERAL AND SECURITY SECTION 12.01. Security Documents. 89 SECTION 12.02. Collateral Agent. 90 SECTION 12.03. Release of October 6Collateral. 90 SECTION 12.04. Filing, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto Recording and U.S. Bank National Association, as Trustee (as defined below)Opinions. The Company has duly authorized the execution 91 SECTION 12.05. Possession and delivery Use of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”)Collateral. The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE92

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 47 Section 12.06. Reinstatement 47 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01. Escrow of Proceeds 83 Section 12.02. Special Mandatory Redemption 83 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS XIII [Guarantee Section 13.01. TIA Controls 84 Guarantee 48 Section 13.02. Notices 84 Limitation on Liability 50 Section 13.03. Communication by Holders Execution and Delivery of Notes with Other Holders of Notes 85 Guarantees 50 Section 13.04. Certificate and Opinion as [Guarantors May Consolidate, Etc., on Certain Terms 50 Note: This table of contents shall not, for any purpose, be deemed to Conditions Precedent 85 be a part of the Indenture. TABLE OF CONTENTS (Continued) Page Section 13.05. Statements Required in Certificate or Opinion 85 [Release of Guarantors 50 Section 13.06. Rules by Trustee Successors and Agents 86 Assigns 51 Section 13.07. No Personal Liability of DirectorsWaiver, Officers, Employees and Stockholders 86 etc. 51 Section 13.08. Governing Law; Waiver of Jury Trial 86 Modification, etc. 51 Section 13.09. [Intentionally Omitted] 86 Subordination of Guarantee 51 ARTICLE XIV Subordination Section 13.1014.01. Securities Subordinate to Senior Indebtedness and Senior to Subordinated Indebtedness 52 Section 14.02. Payment Over of Proceeds Upon Dissolution, etc. 52 Section 14.03. No Adverse Interpretation of Other Agreements 86 Payment When Designated Senior Indebtedness is in Default 52 Section 13.1114.04. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts Subrogation to Rights of Holders 87 of Senior Indebtedness 52 Section 13.1514.05. Benefit Provisions Solely to Define Relative Rights 53 Section 14.06. Trustee to Effectuate Subordination 53 Section 14.07. No Waiver of Indenture 88 Subordination Provisions 53 Section 13.1614.08. Table Notice to Trustee 53 Section 14.09. Reliance on Judicial Order or Certificate of Contents, Headings, EtcLiquidating Agent 54 Section 14.10. 88 Trustee Not Fiduciary for Holders of Senior Indebtedness 54 Section 13.1714.11. USA PATRIOT Act 88 EXHIBITS Rights of Trustee as Holder of Senior Indebtedness; Preservation of Trustee’s Rights 54 Section 14.12. Article Applicable to Paying Agents 54 Section 14.13. Trustee’s Notice regarding Senior Indebtedness 55 Schedule A The Guarantors Appendix Provisions Relating to Securities Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE A Form of Security Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE Form of Notation on Security Relating to Guarantee Note: This table of contents shall not, for any purpose, be deemed to be a part of the Indenture. SENIOR SUBORDINATED INDENTURE, dated as of October 6[ ], 2014 20[ ], among AECOM Technology CorporationUNITED RENTALS (NORTH AMERICA), INC., a corporation duly organized and existing under the laws of the State of Delaware corporation (herein called the “Company”), having its principal office at Five Greenwich Office Park, Greenwich, Connecticut 06830, UNITED RENTALS, INC., a corporation duly organized and existing under the Subsidiary Guarantors laws of the State of Delaware (as defined below) listed on herein called “Holdings”), the signature pages hereto and U.S. Bank National Association, as Trustee Subsidiaries of the Company named in Schedule A (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (herein called the “2022 NotesSubsidiary Guarantors” and, together with Holdings, the “Guarantors”) and THE BANK OF NEW YORK MELLON, a New York banking corporation, having its 5.875% Senior Notes due 2024 principal corporate trust office at 000 Xxxxxxx Xxxxxx, New York, New York 10286, as trustee (herein called the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE.

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 73 SECTION 9.06. Reinstatement 73 SECTION 9.07. Moneys Held by Paying Agent 73 SECTION 9.08. Moneys Held by Trustee 73 ARTICLE TWELVE ESCROW Ten GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee 74 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee 75 SECTION 10.03. Special Mandatory Redemption 83 Section 12.03Limitation of Guarantee 75 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor 75 SECTION 10.05. Waiver of Subrogation 76 ARTICLE THIRTEEN Eleven MISCELLANEOUS Section 13.01SECTION 11.01. TIA Trust Indenture Act Controls 84 Section 13.0276 SECTION 11.02. Notices 84 Section 13.0377 SECTION 11.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Section 13.0478 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0578 SECTION 11.05. Statements Required in Certificate or and Opinion 85 Section 13.0678 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.0778 SECTION 11.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Business Days; Legal Holidays 79 SECTION 11.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10Law 79 SECTION 11.09. No Adverse Interpretation of Other Agreements 86 Section 13.1179 SECTION 11.10. No Recourse Against Others 79 SECTION 11.11. Successors 86 Section 13.1279 SECTION 11.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16Multiple Counterparts 80 SECTION 11.13. Table of Contents, Headings, Etc. 88 Section 13.1780 SECTION 11.14. USA PATRIOT Act 88 Separability 80 SECTION 11.15. Acts of Holders. Record Dates 80 SECTION 11.16. Failure or Indulgence Not Waiver 81 EXHIBITS Exhibit A. Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE B. Form of Legend for Rule 144A Notes and Other Notes That Are Restricted Notes B-1 Exhibit B FORM OF CERTIFICATE OF TRANSFER C. Form of Legend for Regulation S Note C-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE D. Form of Legend for Global Note D-1 Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS E. Form of Certificate To Be Delivered in Connection with Transfers to Non-QIB Accredited Investors E-1 Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE F. Form of Certificate To Be Delivered in Connection with Transfers to Pursuant to Regulation S D-1 Exhibit G. Form of Guarantee G-1 INDENTURE, dated as of October 6August 20, 2014 2008, among AECOM Technology GSI GROUP CORPORATION, a Michigan corporation, as issuer (the “Issuer”), GSI Group Inc., a company continued and existing under the laws of the Province of New Brunswick, Canada and the owner of all outstanding shares of voting capital stock of the Issuer (the “Parent”), Eagle Acquisition Corporation, a Delaware corporation (the “CompanyEAC”), the Subsidiary Guarantors as a Guarantor (as defined below) listed on the signature pages hereto hereinafter defined), and U.S. The Bank National Associationof New York Mellon Trust Company, N.A., as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE.

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 119 Section 11.06. Repayment to the Company 119 Section 11.07. Reinstatement 119 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION AMENDMENT, SUPPLEMENT AND WAIVER 120 Section 12.01. Escrow Without Consent of Proceeds 83 Holders of Notes 120 Section 12.02. Special Mandatory Redemption 83 With Consent of Holders of Notes 121 Section 12.03. Release Compliance with Trust Indenture Act 123 Section 12.04. Revocation and Effect of Escrowed Property 83 Page Consents 123 Section 12.05. Notation on or Exchange of Notes 123 Section 12.06. Trustee to Sign Amendments, Etc 123 ARTICLE THIRTEEN MISCELLANEOUS SUBSIDIARY GUARANTEES 124 Section 13.01. TIA Controls 84 Subsidiary Guarantee 124 Section 13.02. Notices 84 Limitation on Subsidiary Guarantor Liability 125 Section 13.03. Communication by Holders Execution and Delivery of Notes with Other Holders Notation of Notes 85 Guarantee 125 Section 13.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05. Statements Required in Certificate or Opinion 85 Section 13.06. Rules by Trustee and Agents 86 Section 13.07. No Personal Liability Releases of Directors, Officers, Employees and Stockholders 86 Section 13.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.11. Successors 86 Section 13.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as of October 6, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below)126 ARTICLE FOURTEEN COLLATERAL AND SECURITY 126 Section 14.01. The Company has duly authorized the execution Collateral Agent 126 Section 14.02. Authority Of Collateral Agent To Release Collateral And Liens 131 Section 14.03. Security Documents 131 Section 14.04. Intercreditor Agreement 133 Section 14.05. Release of Collateral 133 Section 14.06. Form and delivery Sufficiency of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) Release 134 Section 14.07. After-Acquired Property 135 ARTICLE FIFTEEN SATISFACTION AND DISCHARGE 135 Section 15.01. Satisfaction and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEDischarge 135

Deposited Money and U. S. Government Obligations Securities to Be be Held in Trust; Other Miscellaneous Provisions 83 104 Section 8.06. Repayment to Issuers 105 Section 8.07. Reinstatement 105 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION 9 AMENDMENT, SUPPLEMENT AND WAIVER 105 Section 9.01. Without Consent of Holders 105 Section 9.02. With Consent of Holders 106 Section 9.03. Compliance with Trust Indenture Act 108 Section 9.04. Revocation and Effect of Consents 108 Section 9.05. Notation on or Exchange of Notes 108 Section 9.06. Trustee to Sign Amendments, etc. 108 ARTICLE 10 GUARANTEES 108 Section 10.01. Guarantee 108 Section 10.02. Limitation on Guarantor Liability 110 Section 10.03. Execution and Delivery 110 Section 10.04. Subrogation 110 Section 10.05. Benefits Acknowledged 110 Section 10.06. Release of Guarantees 110 ARTICLE 11 SATISFACTION AND DISCHARGE 111 Section 11.01. Satisfaction and Discharge 111 Section 11.02. Application of Trust Money 112 ARTICLE 12 MISCELLANEOUS 113 Section 12.01. Escrow of Proceeds 83 Trust Indenture Act Controls 113 Section 12.02. Special Mandatory Redemption 83 Notices 113 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 114 Section 13.0412.04. Certificate and Opinion as to Conditions Precedent 85 114 Section 13.0512.05. Statements Required in Certificate or Opinion 85 114 Section 13.0612.06. Rules by Trustee and Agents 86 115 Section 13.0712.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 115 Section 13.0812.08. Governing Law; Law 115 Section 12.09. Waiver of Jury Trial 86 115 Section 13.0912.10. [Intentionally Omitted] 86 Force Majeure 115 Section 13.1012.11. No Adverse Interpretation of Other Agreements 86 115 Section 13.1112.12. Successors 86 115 Section 13.1212.13. Severability 86 115 Section 13.1312.14. Counterpart Originals 86 115 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1612.15. Table of Contents, Headings, Etcetc. 88 116 Section 13.1712.16. Qualification of Indenture 116 Section 12.17. USA PATRIOT Patriot Act 88 116 EXHIBITS Exhibit A-1 FORM OF 2022 2025 NOTE Exhibit A-2 FORM OF 2024 2027 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE INDENTURE, dated as of October 6March 16, 2014 2017, among AECOM Technology CorporationHilton Worldwide Finance LLC, a Delaware limited liability company (the “Issuer”), Hilton Worldwide Finance Corp., a Delaware corporation wholly owned by the Issuer (the “CompanyCo-Issuer” and together with the Issuer, the “Issuers”), the Subsidiary Guarantors (as defined belowherein) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) party hereto and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued Wilmington Trust, National Association, a national banking association, as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONETrustee.

Deposited Money and U. S. Government Obligations Securities to Be be Held in Trust; Other Miscellaneous Provisions 83 102 Section 8.06. Repayment to Issuer 103 Section 8.07. Reinstatement 103 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION 9 AMENDMENT, SUPPLEMENT AND WAIVER 103 Section 9.01. Without Consent of Holders 103 Section 9.02. With Consent of Holders 104 Section 9.03. Compliance with Trust Indenture Act 106 Section 9.04. Revocation and Effect of Consents 106 Section 9.05. Notation on or Exchange of Notes 106 Section 9.06. Trustee to Sign Amendments, etc. 106 ARTICLE 10 GUARANTEES 107 Section 10.01. Guarantee 107 Section 10.02. Limitation on Guarantor Liability 108 Section 10.03. Execution and Delivery 108 Section 10.04. Subrogation 108 Section 10.05. Benefits Acknowledged 109 Section 10.06. Release of Guarantees 109 ARTICLE 11 SATISFACTION AND DISCHARGE 110 Section 11.01. Satisfaction and Discharge 110 Section 11.02. Application of Trust Money 111 ARTICLE 12 MISCELLANEOUS 111 Section 12.01. Escrow of Proceeds 83 Trust Indenture Act Controls 111 Section 12.02. Special Mandatory Redemption 83 Notices 111 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 112 Section 13.0412.04. Certificate and Opinion as to Conditions Precedent 85 112 Section 13.0512.05. Statements Required in Certificate or Opinion 85 112 Section 13.0612.06. Rules by Trustee and Agents 86 113 Section 13.0712.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 113 Section 13.0812.08. Governing Law; Law 113 Section 12.09. Waiver of Jury Trial 86 113 Section 13.0912.10. [Intentionally Omitted] 86 Force Majeure 113 Section 13.1012.11. No Adverse Interpretation of Other Agreements 86 113 Section 13.1112.12. Successors 86 114 Section 13.1212.13. Severability 86 114 Section 13.1312.14. Counterpart Originals 86 114 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1612.15. Table of Contents, Headings, Etcetc. 88 114 Section 13.1712.16. Qualification of Indenture 114 Section 12.17. USA PATRIOT Patriot Act 88 114 EXHIBITS Exhibit A-1 A FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE INDENTURE, dated as of October 6June 20, 2014 2019, among AECOM Technology CorporationHilton Domestic Operating Company Inc., a Delaware corporation (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowherein) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) party hereto and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued Wilmington Trust, National Association, a national banking association, as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONETrustee.

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 101 SECTION 8.6. Repayment to Company 101 SECTION 8.7. Reinstatement 102 SECTION 8.8. Discharge 102 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01IX AMENDMENT, SUPPLEMENT AND WAIVER 103 SECTION 9.1. Escrow Without Consent of Proceeds 83 Section 12.02Holders of the Notes 103 SECTION 9.2. Special Mandatory Redemption 83 Section 12.03. Release With Consent of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders 104 SECTION 9.3. Revocation and Effect of Consents 105 SECTION 9.4. Notation on or Exchange of Notes 85 Section 13.04106 SECTION 9.5. Trustee to Sign Amendments, Etc. 106 ARTICLE X SUBSIDIARY GUARANTEES 106 SECTION 10.1. Subsidiary Guarantees 106 SECTION 10.2. Execution and Delivery of Guarantee 108 SECTION 10.3. Severability 108 SECTION 10.4. Limitation of Subsidiary Guarantors’ Liability 108 SECTION 10.5. Releases 108 SECTION 10.6. Benefits Acknowledged 109 ARTICLE XI MISCELLANEOUS 109 SECTION 11.1. Notices 109 SECTION 11.2. Certificate and Opinion as to Conditions Precedent 85 Section 13.05111 SECTION 11.3. Statements Required in Certificate or Opinion 85 Section 13.06112 SECTION 11.4. Rules by Trustee and Agents 86 Section 13.07112 SECTION 11.5. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08112 SECTION 11.6. Governing Law; Consent to Jurisdiction; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10112 SECTION 11.7. No Adverse Interpretation of Other Agreements 86 Section 13.11113 SECTION 11.8. Successors 86 Section 13.12113 SECTION 11.9. Severability 86 Section 13.13Severability; Entire Agreement 113 SECTION 11.10. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16Execution in Counterparts 113 SECTION 11.11. Table of Contents, Headings, Etc. 88 Section 13.17114 SECTION 11.12. Acts of Holders 114 SECTION 11.13. Force Majeure 116 SECTION 11.14. Legal Holidays 116 SECTION 11.15. USA PATRIOT Act 88 EXHIBITS 116 Exhibits Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE A Form of Note Exhibit B FORM OF CERTIFICATE OF TRANSFER Form of Supplemental Indenture to be Delivered by Subsequent Subsidiary Guarantors Exhibit C FORM OF CERTIFICATE OF EXCHANGE Form of Certificate to be Delivered in Connection with Transfers Pursuant to Regulation S Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE Form of Certificate to be Delivered in Connection with Transfers to IAIs This Indenture, dated as of October 6March 11, 2014 2021, is by and among AECOM Technology CorporationPlaytika Holding Corp., a Delaware corporation (collectively with successors and assigns, the “Company”), the Subsidiary Guarantors (as defined below) listed on the signature pages party hereto and U.S. Bank Wilmington Trust, National Association, a national banking association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes , paying agent and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been doneregistrar. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined belowherein) of (i) the Company’s 5.7504.250% Senior Notes due 2022 2029 to be issued in an initial aggregate principal amount of $600.0 million on the date hereof (the “Initial Notes”) and 5.875% Senior (ii) Additional Notes due 2024: ARTICLE ONE(as defined herein):

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 70 Section 9.06. Reinstatement. 71 Section 9.07. Moneys Held by Paying Agent. 71 Section 9.08. Moneys Held by Trustee. 71 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION 10 GUARANTEES 72 Section 12.0110.01. Escrow of Proceeds 83 Guarantees. 72 Section 12.0210.02. Special Mandatory Redemption 83 Limitation on Liability. 73 Section 12.0310.03. Successors and Assigns. 74 Section 10.04. No Waiver. 74 Section 10.05. Modification. 74 Section 10.06. Release of Escrowed Property 83 Page Guarantor. 74 Section 10.07. Execution of Supplemental Indenture for Future Guarantors. 75 Section 10.08. Execution and Delivery of Guarantees. 75 ARTICLE THIRTEEN 11 MISCELLANEOUS 75 Section 13.0111.01. TIA Controls 84 Trust Indenture Act Controls. 75 Section 13.0211.02. Notices 84 Notices. 76 Section 13.0311.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Holders. 77 Section 13.0411.04. Certificate and Opinion as to Conditions Precedent 85 Precedent. 77 Section 13.0511.05. Statements Required in Certificate or Opinion 85 and Opinion. 77 Section 13.0611.06. When Treasury Notes Disregarded. 77 Section 11.07. Rules by Trustee and Agents 86 Agents. 78 Section 13.0711.08. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Business Days; Legal Holidays. 78 Section 13.0811.09. Governing Law; Waiver of Jury Trial 86 . 78 Section 13.09. [Intentionally Omitted] 86 Section 13.1011.10. No Adverse Interpretation of Other Agreements 86 Agreements. 78 Section 13.1111.11. Successors 86 No Recourse Against Others. 78 Section 13.1211.12. Severability 86 Successors. 78 Section 13.1311.13. Counterpart Originals 86 Multiple Counterparts. 79 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1611.14. Table of Contents, Headings, Etcetc. 88 79 Section 13.1711.15. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 Separability. 79 EXHIBIT A FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit 1 EXHIBIT B FORM OF LEGEND FOR GLOBAL NOTES 1 EXHIBIT C CERTIFICATE TO BE DELIVERED UPON EXCHANGE OR REGISTRATION OF TRANSFER Exhibit C OF NOTES 1 EXHIBIT D FORM OF CERTIFICATE OF EXCHANGE Exhibit D GUARANTEE 1 EXHIBIT E FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE 1 INDENTURE, dated as of October 6, 2014 2010, among AECOM Technology CorporationMUZAK LLC, a Delaware corporation limited liability company (referred to herein as the “Company” and , the “Issuer”), each of the Subsidiary Guarantors (as defined belowherein) listed on the signature pages hereto and U.S. Bank National AssociationWILMINGTON TRUST COMPANY, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE.

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 137 Section 15.03. Repayment to the Company 137 Section 15.04. Reinstatement 137 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION SIXTEEN MISCELLANEOUS 138 Section 12.0116.01. Escrow No Adverse Interpretation of Proceeds 83 Other Agreements 138 Section 12.02. Special Mandatory Redemption 83 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.0216.02. Notices 84 139 Section 13.0316.03. Communication by Holders of Notes with Other Holders of Notes 85 139 Section 13.0416.04. Certificate and Opinion as to Conditions Precedent 85 139 Section 13.0516.05. Statements Required in Certificate or Opinion 85 139 Section 13.0616.06. Rules by Trustee and Agents 86 139 Section 13.0716.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 140 Section 13.0816.08. Governing Law; Waiver of Jury Trial 86 Law 140 Section 13.0916.09. [Intentionally Omitted] 86 Trust Indenture Act Controls 140 Section 13.10. No Adverse Interpretation of Other Agreements 86 Section 13.1116.10. Successors 86 141 Section 13.1216.11. Severability 86 141 Section 13.1316.12. Counterpart Originals 86 141 Section 13.1416.13. Acts of Holders 87 141 Section 13.1516.14. Benefit of Indenture 88 142 Section 13.1616.15. Table of Contents, Headings, Etc. 88 Section 13.17. USA PATRIOT Act 88 142 EXHIBITS AND SCHEDULES Exhibit A-1 FORM OF 2022 NOTE A Form of Note Exhibit A-2 FORM OF 2024 NOTE B-1 Form of Certificate of Transfer Exhibit B FORM OF CERTIFICATE OF TRANSFER B-2 Form of Certificate from Acquiring Institutional Accredited Investors Exhibit C FORM OF CERTIFICATE OF EXCHANGE Form of Certificate of Exchange Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Form of Notation of Guarantee Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Form of Guarantor Supplemental Indenture Schedule 7.27 Affiliate Transactions INDENTURE (this “Indenture”), dated as of October 6May 31, 2014 among AECOM Technology 2019, by and between Xxxxxxxx Petroleum Corporation, a Delaware corporation (the “Company”), Xxxxxxxx Petroleum Company, L.L.C., as the initial Subsidiary Guarantors (as defined below) listed on the signature pages hereto Guarantor, and U.S. Bank Wilmington Trust, National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 NotesTrustee”) and its 5.875% Senior Notes due 2024 Collateral Agent (the “2024 NotesCollateral Agent”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE.

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 61 SECTION 9.06. Reinstatement. 62 SECTION 9.07. Moneys Held by Paying Agent. 62 SECTION 9.08. Moneys Held by Trustee. 62 ARTICLE TWELVE ESCROW Ten GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee. 63 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee. Special Mandatory Redemption 83 Section 12.0363 SECTION 10.03. Limitation of Guarantee. 64 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor. 64 SECTION 10.05. Waiver of Subrogation. 64 ARTICLE THIRTEEN Eleven MISCELLANEOUS Section 13.01SECTION 11.01. TIA Controls 84 Section 13.02Trust Indenture Act. Notices 84 Section 13.0365 SECTION 11.02. Communication Notices. 65 SECTION 11.03. Communications by Holders of Notes with Other Holders of Notes 85 Section 13.04Holders. 67 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05Precedent. 67 SECTION 11.05. Statements Required in Certificate or Opinion 85 Section 13.06and Opinion. 67 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.07Agents. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0868 SECTION 11.07. Business Days. 68 SECTION 11.08. Governing Law; . 68 SECTION 11.09. Waiver of Jury Trial 86 Section 13.0968 SECTION 11.10. [Intentionally Omitted] 86 Section 13.10Force Majeure 68 SECTION 11.11. No Adverse Interpretation of Other Agreements 86 Section 13.11Agreements. Successors 86 Section 13.1268 SECTION 11.12. Severability 86 Section 13.13[Reserved]. Counterpart Originals 86 Section 13.1468 SECTION 11.13. Acts of Holders 87 Section 13.15FATCA. Benefit of Indenture 88 Section 13.1668 SECTION 11.14. Successors. 69 SECTION 11.15. Multiple Counterparts. 69 SECTION 11.16. Table of Contents, Headings, Etcetc. 88 Section 13.1769 SECTION 11.17. Separability. 69 SECTION 11.18. USA PATRIOT Act 88 Patriot Act. 69 EXHIBITS Exhibit A Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE Form of Certificate to Be Delivered in Connection with Transfers Pursuant to Regulation S B-1 INDENTURE, dated as of October 6March 8, 2014 among AECOM Technology Corporation2021, between EDGEWELL PERSONAL CARE COMPANY, a Delaware corporation Missouri corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 parties hereto, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEONE DEFINITIONS AND INCORPORATION BY REFERENCE

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 87 SECTION 9.06. Reinstatement 87 SECTION 9.07. Moneys Held by Paying Agent 87 SECTION 9.08. Moneys Held by Trustee 88 ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee 88 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee 89 SECTION 10.03. Special Mandatory Redemption 83 Section 12.03Limitation of Guarantee 90 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor 90 SECTION 10.05. Waiver of Subrogation 91 ARTICLE THIRTEEN ELEVEN [INTENTIONALLY OMITTED] ARTICLE TWELVE MISCELLANEOUS Section 13.01SECTION 12.01. TIA Trust Indenture Act Controls 84 Section 13.0291 SECTION 12.02. Notices 84 Section 13.0392 SECTION 12.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Section 13.0493 SECTION 12.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0593 SECTION 12.05. Statements Statement Required in Certificate or and Opinion 85 Section 13.0693 SECTION 12.06. Rules by Trustee and Agents 86 Section 13.0794 SECTION 12.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Business Days; Legal Holidays 94 SECTION 12.08. Governing Law; Waiver of Jury Trial 86 Section 13.09. [Intentionally Omitted] 86 Section 13.10Law 94 SECTION 12.09. No Adverse Interpretation of Other Agreements 86 Section 13.1194 SECTION 12.10. No Recourse Against Others 94 SECTION 12.11. Successors 86 Section 13.1295 SECTION 12.12. Severability 86 Section 13.13. Counterpart Originals 86 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.16Multiple Counterparts 95 SECTION 12.13. Table of Contents, Headings, Etcetc. 88 Section 13.17. USA PATRIOT Act 88 95 SECTION 12.14 Separability 95 EXHIBITS Exhibit A Form of Note A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Form of Legend for Rule 144A Notes and Other Notes That Are Restricted Notes B-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE Form of Legend for Regulation S Note C-1 Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Form of Legend for Global Note D-1 Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE Form of Certificate To Be Delivered in Connection with Transfers to Non-QIB Accredited Investors E-1 Exhibit F Form of Certificate To Be Delivered in Connection with Pursuant to Regulation S F-1 Exhibit G Form of Guarantee G-1 INDENTURE, dated as of October 6March 24, 2014 2005, among AECOM Technology CorporationM/I HOMES, a Delaware corporation INC., an Ohio corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowhereinafter defined) listed on the signature pages hereto and U.S. Bank National AssociationBANK NATIONAL ASSOCIATION, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree Each party agrees as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: Holders. ARTICLE ONEONE DEFINITIONS AND INCORPORATION BY REFERENCE

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 74 Section 9.06. Reinstatement. 74 Section 9.07. Moneys Held by Paying Agent. 74 Section 9.08. Moneys Held by Trustee. 75 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION 10 GUARANTEES 75 Section 12.0110.01. Escrow of Proceeds 83 Guarantees. 75 Section 12.0210.02. Special Mandatory Redemption 83 Limitation on Liability. 77 Section 12.0310.03. Successors and Assigns. 77 Section 10.04. No Waiver. 77 Section 10.05. Modification. 77 Section 10.06. Release of Escrowed Property 83 Page Guarantor. 78 Section 10.07. Execution of Supplemental Indenture for Future Guarantors. 78 Section 10.08. Execution and Delivery of Guarantees. 78 ARTICLE THIRTEEN 11 MISCELLANEOUS 79 Section 13.0111.01. TIA Controls 84 Trust Indenture Act Controls. 79 Section 13.0211.02. Notices 84 Notices. 79 Section 13.0311.03. Communication Communications by Holders of Notes with Other Holders of Notes 85 Holders. 80 Section 13.0411.04. Certificate and Opinion as to Conditions Precedent 85 Precedent. 80 Section 13.0511.05. Statements Required in Certificate or Opinion 85 and Opinion. 81 Section 13.0611.06. When Treasury Notes Disregarded. 81 Section 11.07. Rules by Trustee and Agents 86 Agents. 81 Section 13.0711.08. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Business Days; Legal Holidays. 82 Section 13.0811.09. Governing Law; Waiver of Jury Trial 86 . 82 Section 13.09. [Intentionally Omitted] 86 Section 13.1011.10. No Adverse Interpretation of Other Agreements 86 Agreements. 82 Section 13.1111.11. Successors 86 No Recourse Against Others. 82 Section 13.1211.12. Severability 86 Successors. 82 Section 13.1311.13. Counterpart Originals 86 Multiple Counterparts. 82 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1611.14. Table of Contents, Headings, Etcetc. 88 83 Section 13.1711.15. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 Separability. 83 EXHIBIT A FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit A-1 EXHIBIT B FORM OF LEGEND FOR GLOBAL NOTES B-1 EXHIBIT C CERTIFICATE TO BE DELIVERED UPON EXCHANGE OR REGISTRATION OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D NOTES X-0 XXXXXXX X XXXX XX XXXXXXXXX X-0 EXHIBIT E FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE E-1 INDENTURE, dated as of October 6February 1, 2014 2010, among AECOM Technology CorporationMUZAK LLC, a Delaware corporation limited liability company (referred to herein as the “CompanyIssuer”), each of the Subsidiary Guarantors (as defined belowherein) listed on the signature pages hereto and U.S. Bank National AssociationWILMINGTON TRUST FSB, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONEtrustee.

Deposited Money and U. S. Government Obligations Securities to Be be Held in Trust; Other Miscellaneous Provisions 83 109 Section 8.06. Repayment to Issuer 109 Section 8.07. Reinstatement 109 ARTICLE TWELVE ESCROW OF PROCEEDS; SPECIAL MANDATORY REDEMPTION 9 AMENDMENT, SUPPLEMENT AND WAIVER 110 Section 9.01. Without Consent of Holders 110 Section 9.02. With Consent of Holders 111 Section 9.03. [Reserved] 112 Section 9.04. Revocation and Effect of Consents 112 Section 9.05. Notation on or Exchange of Notes 113 Section 9.06. Trustee to Sign Amendments, etc. 113 ARTICLE 10 GUARANTEES 113 Section 10.01. Guarantee 113 Section 10.02. Limitation on Guarantor Liability 114 Section 10.03. Execution and Delivery 115 Section 10.04. Subrogation 115 Section 10.05. Benefits Acknowledged 115 Section 10.06. Release of Guarantees 115 ARTICLE 11 SATISFACTION AND DISCHARGE 116 Section 11.01. Satisfaction and Discharge 116 Section 11.02. Application of Trust Money 117 ARTICLE 12 MISCELLANEOUS 117 Section 12.01. Escrow of Proceeds 83 Notices 118 Section 12.02. Special Mandatory Redemption 83 Section 12.03. Release of Escrowed Property 83 Page ARTICLE THIRTEEN MISCELLANEOUS Section 13.01. TIA Controls 84 Section 13.02. Notices 84 Section 13.03. Communication by Holders of Notes with Other Holders of Notes 85 119 Section 13.0412.03. Certificate Certification and Opinion as to Conditions Precedent 85 119 Section 13.0512.04. Statements Required in Certificate Certification or Opinion 85 119 Section 13.0612.05. Rules by Trustee and Agents 86 119 Section 13.0712.06. No Personal Liability of Directors, Officers, Employees and Stockholders 86 119 Section 13.0812.07. Governing Law; Law 120 Section 12.08. Waiver of Jury Trial 86 120 Section 13.0912.09. [Intentionally Omitted] 86 Force Majeure 120 Section 13.1012.10. No Adverse Interpretation of Other Agreements 86 120 Section 13.1112.11. Successors 86 120 Section 13.1212.12. Severability 86 Severability; Entire Agreement 120 Section 13.1312.13. Counterpart Originals 86 120 Section 13.14. Acts of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1612.14. Table of Contents, Headings, Etcetc. 88 120 Section 13.1712.15. USA PATRIOT Patriot Act 88 120 EXHIBITS Exhibit A-1 FORM OF 2022 2029 NOTE Exhibit A-2 FORM OF 2024 2031 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE INDENTURE, dated as of October 6December 1, 2014 2020, among AECOM Technology CorporationHilton Domestic Operating Company Inc., a Delaware corporation (the “CompanyIssuer”), the Subsidiary Guarantors (as defined belowherein) listed on the signature pages hereto and U.S. Bank National Association, as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) party hereto and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued Wilmington Trust, National Association, a national banking association, as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONETrustee.

Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 83 Provisions. 88 SECTION 9.06. Reinstatement. 88 SECTION 9.07. Moneys Held by Paying Agent. 88 SECTION 9.08. Moneys Held by Trustee. 89 ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee. 89 SECTION 10.02. Execution and Delivery of Proceeds 83 Section 12.02Guarantee. Special Mandatory Redemption 83 Section 12.0390 SECTION 10.03. Limitation of Guarantee. 90 SECTION 10.04. Release of Escrowed Property 83 Page Guarantor. 91 SECTION 10.05. Waiver of Subrogation. 91 ARTICLE THIRTEEN ELEVEN MISCELLANEOUS Section 13.01SECTION 11.01. TIA Controls 84 Section 13.02Trust Indenture Act Controls. Notices 84 Section 13.0392 SECTION 11.02. Communication Notices. 92 SECTION 11.03. Communications by Holders of Notes with Other Holders of Notes 85 Section 13.04Holders. 94 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.05Precedent. 94 SECTION 11.05. Statements Required in Certificate or Opinion 85 Section 13.06and Opinion. 94 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.07Agents. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.0895 SECTION 11.07. Business Days. 95 SECTION 11.08. Governing Law; . 95 SECTION 11.09. Waiver of Jury Trial 86 Section 13.0995 SECTION 11.10. [Intentionally Omitted] 86 Section 13.10Force Majeure 95 SECTION 11.11. No Adverse Interpretation of Other Agreements 86 Section 13.11Agreements. Successors 86 Section 13.1295 SECTION 11.12. Severability 86 Section 13.13No Recourse Against Others. Counterpart Originals 86 Section 13.1495 SECTION 11.13. Acts of Holders 87 Section 13.15Successors. Benefit of Indenture 88 Section 13.1696 SECTION 11.14. Multiple Counterparts. 96 SECTION 11.15. Table of Contents, Headings, Etcetc. 88 Section 13.1796 SECTION 11.16. Separability. 96 SECTION 11.17. USA PATRIOT Patriot Act 88 96 EXHIBITS Exhibit A Form of Global Initial Note .......................................................................... A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Form of Global Exchange Note .....................................................................B-1 Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE Form of Certificate to Be Delivered in Connection with Transfers Pursuant to Regulation S ..........................................................................C-1 INDENTURE, dated as of October 6November 16, 2014 among AECOM Technology Corporation2015, between MATCH GROUP, INC., a Delaware corporation corporation, as issuer (the “CompanyIssuer”)) and COMPUTERSHARE TRUST COMPANY, the Subsidiary Guarantors (as defined below) listed on the signature pages hereto and U.S. Bank National AssociationN.A., as Trustee (as defined below). The Company has duly authorized the execution and delivery of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 trustee (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 NotesTrustee”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONE

Deposited Money and U. S. Government Obligations to To Be Held in Trust; Other Miscellaneous Provisions 83 75 SECTION 9.06. Reinstatement 75 SECTION 9.07. Moneys Held by Paying Agent 75 SECTION 9.08. Moneys Held by Trustee 76 ARTICLE TWELVE ESCROW TEN GUARANTEE OF PROCEEDS; SPECIAL MANDATORY REDEMPTION Section 12.01NOTES SECTION 10.01. Escrow Guarantee 76 SECTION 10.02. Limitation of Proceeds 83 Section 12.02. Special Mandatory Redemption 83 Section 12.03Guarantee 77 Page SECTION 10.03. Release of Escrowed Property 83 Page Guarantor 77 SECTION 10.04. Waiver of Subrogation 77 ARTICLE THIRTEEN ELEVEN MISCELLANEOUS Section 13.01SECTION 11.01. TIA Controls 84 Section 13.02[Reserved] 78 SECTION 11.02. Notices 84 Section 13.0378 SECTION 11.03. Communication by Holders of Notes with Other Holders of Notes 85 Section 13.04[Reserved] 79 SECTION 11.04. Certificate and Opinion as to Conditions Precedent 85 Section 13.0579 SECTION 11.05. Statements Required in Certificate or and Opinion 85 Section 13.0679 SECTION 11.06. Rules by Trustee and Agents 86 Section 13.0780 SECTION 11.07. No Personal Liability of Directors, Officers, Employees and Stockholders 86 Section 13.08Business Days; Legal Holidays 80 SECTION 11.08. Governing Law; Law 80 SECTION 11.09. Waiver of Jury Trial 86 Section 13.0980 SECTION 11.10. [Intentionally Omitted] 86 Section 13.10Force Majeure 80 SECTION 11.11. No Adverse Interpretation of Other Agreements 86 Section 13.1180 SECTION 11.12. No Recourse Against Others 81 SECTION 11.13. Successors 86 Section 13.1281 SECTION 11.14. Severability 86 Section 13.13Multiple Counterparts 81 SECTION 11.15. Counterpart Originals 86 Section 13.14. Acts Act of Holders 87 Section 13.15. Benefit of Indenture 88 Section 13.1681 SECTION 11.16. Table of Contents, Headings, Etcetc 82 SECTION 11.17. 88 Section 13.17Separability 82 SECTION 11.18. USA PATRIOT Act 88 EXHIBITS Exhibit A-1 FORM OF 2022 NOTE Exhibit A-2 FORM OF 2024 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Exhibit E FORM OF CERTIFICATE FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR INDENTURE dated as 83 ARTICLE TWELVE COLLATERAL AND SECURITY SECTION 12.01. Security Documents; Additional Collateral 83 SECTION 12.02. Collateral Agent 84 SECTION 12.03. Release of October 6Collateral 84 SECTION 12.04. Filing, 2014 among AECOM Technology Corporation, a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined below) listed Recording and Opinions 85 SECTION 12.05. Limitation on the signature pages hereto and U.S. Bank National Association, as Duty of Trustee (as defined below). The Company has duly authorized the execution and delivery in Respect of this Indenture to provide for the issuance from time to time of its 5.750% Senior Notes due 2022 (the “2022 Notes”) and its 5.875% Senior Notes due 2024 (the “2024 Notes”). The 2022 Notes and the 2024 Notes will each be issued as a separate series of Notes as provided in this Indenture. The initial Subsidiary Guarantors have duly authorized the execution and delivery of this Indenture to provide for a guarantee of the Notes and of certain of the Company’s obligations hereunder. All things necessary to make this Indenture a valid agreement of the Company and the initial Subsidiary Guarantors, in accordance with its terms, have been done. The Company, the Subsidiary Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Company’s 5.750% Senior Notes due 2022 and 5.875% Senior Notes due 2024: ARTICLE ONECollateral; Indemnification 85