Common use of Deposited Money and U.S Clause in Contracts

Deposited Money and U.S. Government Obligations To Be Held in Trust; Other Miscellaneous Provisions 49 Section 8.06 Reinstatement 49 Section 8.07 Moneys Held by Paying Agent 50 Section 8.08 Moneys Held by Trustee 50 Section 9.01 Without Consent of Holders 50 Section 9.02 With Consent of Holders 51 Section 10.01 Guarantors 52 Section 10.02 [Reserved] 52 Section 10.03 [Reserved] 52 Section 10.04 Release of Guarantor 52 Section 11.01 Confirmation of Indenture 53 Section 11.02 Governing Law 53 Section 11.03 Waiver of Jury Trial 53 Section 11.04 Counterpart Originals 53 Section 11.05 Table of Contents, Headings, etc. 53 Section 11.06 No Recourse Against Others 53 Exhibit A Form of Global Note Exhibit B Form of Notation of Guarantee THIRD SUPPLEMENTAL INDENTURE dated as of February 4, 2020 (this “Supplemental Indenture”), to the Indenture dated as of September 13, 2018 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by the Supplemental Indenture, the “Indenture”) is among QVC, Inc., a Delaware corporation (the “Issuer”), the Guarantors (as defined herein) party hereto and U.S. Bank National Association, as trustee (the “Trustee”). The Issuer, Guarantors and Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders of the Notes: Article I Definitions and Conflicts with Base Indenture

Deposited Money and U.S. Government Obligations To Be Held in Trust; Other Miscellaneous Provisions 49 48 Section 8.06 Reinstatement 49 48 Section 8.07 Moneys Held by Paying Agent 50 49 Section 8.08 Moneys Held by Trustee 5049 Section 9.01 Without Consent of Holders 50 49 Section 9.02 With Consent of Holders 51 50 Section 10.01 Guarantors 52 51 Section 10.02 [Reserved] 52 51 Section 10.03 [Reserved] 52 51 Section 10.04 Release of Guarantor 52 51 Section 11.01 Confirmation of Indenture 53 52 Section 11.02 Governing Law 53 52 Section 11.03 Waiver of Jury Trial 53 52 Section 11.04 Counterpart Originals 53 52 Section 11.05 Table of Contents, Headings, etc. 53 52 Section 11.06 No Recourse Against Others 53 Exhibit A Form of Global Note Exhibit B Form of Notation of Guarantee THIRD FIRST SUPPLEMENTAL INDENTURE dated as of February 4September 13, 2020 2018 (this “Supplemental Indenture”), to the Indenture dated as of September 13, 2018 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by the Supplemental Indenture, the “Indenture”) is among QVC, Inc., a Delaware corporation (the “Issuer”), the Guarantors (as defined herein) party hereto and U.S. Bank National Association, as trustee (the “Trustee”). The Issuer, Guarantors and Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders of the Notes: Article I Definitions and Conflicts with Base Indenture

Deposited Money and U.S. Government Obligations To Be Held in Trust; Other Miscellaneous Provisions 49 Section 8.06 Reinstatement 49 50 Section 8.07 Moneys Held by Paying Agent 50 Section 8.08 Moneys Held by Trustee 50 Section 9.01 Without Consent of Holders 50 51 Section 9.02 With Consent of Holders 51 52 Section 10.01 Guarantors 52 53 Section 10.02 [Reserved] 52 53 Section 10.03 [Reserved] 52 53 Section 10.04 Release of Guarantor 52 53 Section 11.01 Confirmation of Indenture 53 54 Section 11.02 Governing Law 53 54 Section 11.03 Waiver of Jury Trial 53 54 Section 11.04 Counterpart Originals 53 54 Section 11.05 Table of Contents, Headings, etc. 53 54 Section 11.06 No Recourse Against Others 53 54 Exhibit A Form of Global Note Exhibit B Form of Notation of Guarantee THIRD FOURTH SUPPLEMENTAL INDENTURE dated as of February 4August 20, 2020 (this “Supplemental Indenture”), to the Indenture dated as of September 13, 2018 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by the Supplemental Indenture, the “Indenture”) is among QVC, Inc., a Delaware corporation (the “Issuer”), the Guarantors (as defined herein) party hereto and U.S. Bank National Association, as trustee (the “Trustee”). The Issuer, Guarantors and Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders of the Notes: Article I Definitions and Conflicts with Base Indenture

Deposited Money and U.S. Government Obligations To to Be Held in Trust; Other Miscellaneous Provisions 49 102 Section 8.06 Reinstatement 49 12.03. Repayment to the Company 102 ARTICLE THIRTEEN MISCELLANEOUS 102 Section 8.07 Moneys Held 13.01. No Adverse Interpretation of Other Agreements 102 Section 13.02. Notices 103 Section 13.03. Communication by Paying Agent 50 Holders of Notes with Other Holders of Notes 103 Section 8.08 Moneys Held 13.04. Certificate and Opinion as to Conditions Precedent 104 Section 13.05. Statements Required in Certificate or Opinion 104 Section 13.06. Rules by Trustee 50 and Agents 104 Section 9.01 Without Consent 13.07. No Personal Liability of Directors, Officers, Employees and Stockholders 104 Section 13.08. Governing Law 104 Section 13.09. Trust Indenture Act Controls 105 Section 13.10. Successors 105 Section 13.11. Severability 105 Section 13.12. Counterpart Originals 105 Section 13.13. Acts of Holders 50 105 Section 9.02 With Consent of Holders 51 Section 10.01 Guarantors 52 Section 10.02 [Reserved] 52 Section 10.03 [Reserved] 52 Section 10.04 Release of Guarantor 52 Section 11.01 Confirmation 13.14. Benefit of Indenture 53 106 Section 11.02 Governing Law 53 Section 11.03 Waiver of Jury Trial 53 Section 11.04 Counterpart Originals 53 Section 11.05 13.15. Table of Contents, Headings, etc. 53 Section 11.06 No Recourse Against Others 53 Etc 107 Exhibit A Form of Global Note Exhibit B Form of Notation of Guarantee THIRD Exhibit C Form of Guarantor Supplemental Indenture FIFTH SUPPLEMENTAL INDENTURE dated as of February 4, 2020 (this “Supplemental Indenture”), to the Indenture dated as of September 13June 23, 2018 (as amended2021, modified or supplemented from time to time in accordance therewith, other than with respect to a particular series of debt securities, the “Base Indenture” and, as amended, modified by and supplemented by the Supplemental Indenture, the “Indenture”) is among QVC, Inc.between SM Energy Company, a Delaware corporation (the “IssuerCompany”), the Guarantors (as defined herein) party hereto and U.S. Bank National Association, as trustee (the “Trustee”) under the Indenture, dated as of May 21, 2015, among the Company and the Trustee (the “Base Indenture” and, as amended and supplemented by this Supplemental Indenture in respect of the Notes, the “Indenture”). The Issuer, Guarantors Company 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 6.500% Senior Notes due 2028 (as further defined herein, the “Notes: Article I Definitions and Conflicts with Base Indenture”):

Deposited Money and U.S. Government Obligations To Be Held in Trust; Other Miscellaneous Provisions 49 Section 8.06 Reinstatement 49 Section 8.07 Moneys Held by Paying Agent 50 49 Section 8.08 Moneys Held by Trustee 50 Section 9.01 Without Consent of Holders 50 Section 9.02 With Consent of Holders 51 Section 10.01 Guarantors 52 Section 10.02 [Reserved] 52 Section 10.03 [Reserved] 52 Section 10.04 Release of Guarantor 52 Section 11.01 Confirmation of Indenture 53 Section 11.02 Governing Law 53 Section 11.03 Waiver of Jury Trial 53 Section 11.04 Counterpart Originals 53 Section 11.05 Table of Contents, Headings, etc. 53 Section 11.06 No Recourse Against Others 53 Exhibit A Form of Global Note Exhibit B Form of Notation of Guarantee THIRD SECOND SUPPLEMENTAL INDENTURE dated as of February 4November 26, 2020 2019 (this “Supplemental Indenture”), to the Indenture dated as of September 13, 2018 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by the Supplemental Indenture, the “Indenture”) is among QVC, Inc., a Delaware corporation (the “Issuer”), the Guarantors (as defined herein) party hereto and U.S. Bank National Association, as trustee (the “Trustee”). The Issuer, Guarantors and Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders of the Notes: Article I Definitions and Conflicts with Base Indenture

Deposited Money and U.S. Government Obligations To to Be Held in Trust; Other Miscellaneous Provisions 49 126 Section 8.06 Reinstatement 49 10.03 Repayment to the Company 126 Section 8.07 Moneys Held 11.01 Communication by Paying Agent 50 Holders of Notes with Other Holders of Notes 127 Section 8.08 Moneys Held 11.02 Certificate and Opinion as to Conditions Precedent 127 Section 11.03 Statements Required in Certificate or Opinion 127 Section 11.04 Rules by Trustee 50 and Agents 128 Section 9.01 Without Consent 11.05 No Personal Liability of Holders 50 Directors, Officers, Employees and Stockholders 128 Section 9.02 With Consent of Holders 51 Section 10.01 Guarantors 52 Section 10.02 [Reserved] 52 Section 10.03 [Reserved] 52 Section 10.04 Release of Guarantor 52 Section 11.01 Confirmation of Indenture 53 Section 11.02 11.06 Governing Law 53 128 Section 11.03 Waiver of Jury Trial 53 11.07 Trust Indenture Act Controls 129 Section 11.04 11.08 Successors 129 Section 11.09 Severability 129 Section 11.10 Counterpart Originals 53 129 Section 11.05 11.11 Benefit of Supplemental Indenture 129 Section 11.12 Table of Contents, Headings, etcEtc. 53 129 Section 11.06 11.13 Language of Notices, Etc. 130 Section 11.14 No Recourse Against Others 53 Adverse Interpretation of Other Agreements. 130 Section 11.15 Scope of this Supplemental Indenture 130 Section 11.16 Ratification and Incorporation of Base Indenture 130 Section 11.17 Covenants Not Applicable 130 Section 11.18 Effect of Amended & Restated Indenture. 131 Exhibits: Exhibit A Form of Global Note A1 FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B Form of Notation of Guarantee THIRD FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF SUPPLEMENTAL INDENTURE dated as of February 4, 2020 THIS AMENDED & RESTATED SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), to the Indenture dated as of September 13June 24, 2018 (as amended2014, modified or supplemented from time to time in accordance therewith, other than with respect to a particular series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by the Supplemental Indenture, the “Indenture”) is among QVCLaredo Petroleum, Inc., a corporation duly organized and existing under the laws of the State of Delaware corporation (herein called the “IssuerCompany”)) having its principal office at 00 Xxxx Xxxxx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 00000, the Guarantors Existing Guarantor (as defined herein) party hereto hereinafter), having its principal office at 00 Xxxx Xxxxx Xxxxxx, Xxxxx 000, Xxxxx, Xxxxxxxx 00000, and U.S. Bank Xxxxx Fargo Bank, National Association, as trustee (the “Trustee”). The Issuer, Guarantors and Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders of the Notes: Article I Definitions and Conflicts with Base Indenture.