Common use of Execution, Authentication, Delivery and Dating Clause in Contracts

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual who was at any time an Authorized Officer of the Owner Trustee shall bind the Trust, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee prior to the authentication and delivery of such Notes or was not an Authorized Officer of the Owner Trustee at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust may deliver Notes executed on behalf of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, executed by the Authenticating Agent by the manual signature of one of its Authorized Officers or employees, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Company by an Authorized Officer one of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimileits Officers. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer Officers of the Owner Trustee Company shall bind the TrustCompany, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee hold such office prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such office at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Company may deliver Notes executed on behalf of by the Trust Company to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes. The Company Order shall specify the Authenticating Agent amount of Notes to be authenticated, and shall further specify the amount of such Notes to be issued as one or more Global Notes or as one or more Physical Notes. The Trustee in accordance with such Company Order shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by an authorized signatory of the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Company by an Authorized Officer its Chairman of the Owner TrusteeBoard, acting at the direction its Chief Executive Officer, its Chief Financial Officer, its President, its Treasurer or one of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimileits Vice Presidents. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee Company shall bind the TrustCompany, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Company may deliver Notes executed on behalf of by the Trust Company to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes. The Company Order shall specify the Authenticating Agent amount of Notes to be authenticated, and shall further specify the amount of such Notes to be issued as a Global Note or as Physical Notes. The Trustee in accordance with such Company Order shall authenticate and deliver such Notes as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual who was at any time an Authorized Officer of the Owner Trustee shall bind the TrustIssuer, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee prior to the authentication and delivery of such Notes or was not an Authorized Officer of the Owner Trustee at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Issuer may deliver Notes executed on behalf of the Trust Issuer to the Authenticating Agent for authentication, ; and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent by the manual signature of one of its Authorized Officers authorized officers or employees, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Company by an Authorized Officer its Chairman of the Owner TrusteeBoard, acting at the direction its Chief Executive Officer, its Chief Financial Officer or its Treasurer, and attested by its Secretary or one of the Certificateholdersits Assistant Secretaries. The signature of such Authorized Officer any of the Owner Trustee these officers on the Notes may be manual or by facsimilefacsimile and shall not be required to be under the Company’s corporate seal. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee Company shall bind the TrustCompany, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time Pursuant to time after the execution and delivery of this Indenturea Company Order, the Trust may deliver Trustee shall authenticate for original issue Notes executed on behalf in an aggregate principal amount specified in the Company Order. The Trustee shall be provided with an Officer’s Certificate and an Opinion of Counsel of the Trust Company that it may reasonably request in connection with such authentication of Notes. Such Company Order shall specify the amount of Notes to the Authenticating Agent for authentication, be authenticated and the Authenticating Agent shall authenticate and deliver such date on which the original issue of Notes as provided in this Indenture and not otherwiseis to be authenticated. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, the Base Indenture executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeesfacsimile signature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuing Entity by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual who was at any time an Authorized Officer of the Owner Trustee shall bind the TrustIssuing Entity, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee prior to the authentication and delivery of such Notes or was not an Authorized Officer of the Owner Trustee at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Issuing Entity may deliver Notes executed on behalf of the Trust Issuing Entity to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, executed by the Authenticating Agent by the manual signature of one of its Authorized Officers or employees, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be manually executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes Any Note bearing the manual or facsimile signature of an individual who was at any the time of execution thereof an Authorized Officer of the Owner Trustee shall bind the TrustIssuer, notwithstanding that such individual has ceased ceases to be an Authorized Officer of the Owner Trustee hold such office prior to the authentication and delivery of such Notes Note or was did not an Authorized Officer of the Owner Trustee hold such office at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust may deliver Notes executed on behalf of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authenticationNote. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for set forth in Section 2.02 hereofExhibit A hereto, executed by the Authenticating Agent Indenture Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Each Note shall be dated the date of its authentication. The Notes may from time to time be executed by the Issuer and delivered to the Indenture Trustee for authentication together with an Issuer Order to the Indenture Trustee directing the authentication and delivery of such Notes and thereupon the same shall be authenticated and delivered by the Indenture Trustee in accordance with such Issuer Order.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at Trustee or the direction of the CertificateholdersAdministrator. The signature of any such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual individuals who was were at any time an Authorized Officer Officers of the Owner Trustee or the Administrator shall bind the TrustIssuer, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time Subject to time after the execution and delivery satisfaction of this Indenturethe conditions set forth in Section 2.08 hereof, the Trust may deliver Notes executed on behalf of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent Indenture Trustee shall upon Issuer Order authenticate and deliver such the Notes. The Notes as provided in this that are authenticated and delivered by the Indenture and not otherwise. Each Note authenticated Trustee to or upon the order of the Issuer on the Closing Date shall be dated the as of such Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder under the Indenture shall be dated the date of their authentication. The Notes shall be issued in such denominations as may be agreed by the Issuer and the Initial Noteholder. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Indenture Trustee by the manual signature of one of its Authorized Officers or employeesauthorized signatories, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes Two Officers shall be executed execute the Securities on behalf of the Trust Company by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature. If an Officer whose signature of an individual who was at any time an Authorized Officer of the Owner Trustee shall bind the Trust, notwithstanding is on a Security no longer holds that such individual has ceased to be an Authorized Officer of the Owner Trustee prior to the authentication and delivery of such Notes or was not an Authorized Officer of the Owner Trustee office at the date of such Notestime the Security is authenticated, the Security shall be valid nevertheless. At any time and from time to time after the execution and delivery of this Indenture, the Trust Company may deliver Notes Securities executed on behalf of by the Trust Company to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Securities, and the Authenticating Agent Trustee in accordance with such Company Order shall authenticate and deliver such Notes Securities as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder Security shall be dated the date of their its authentication. No Note Security shall be entitled to any benefit under this Indenture Indenture, or be valid or obligatory for any purpose, unless there appears on such Note Security a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by or on behalf of the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note Security shall be conclusive evidence, and the only evidence, that such Note Security has been duly authenticated and delivered hereunder. The Trustee may appoint an authenticating agent or agents reasonably acceptable to the Company with respect to the Securities. Unless limited by the terms of such appointment, an authenticating agent may authenticate Securities whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Company by an Authorized Officer one of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimileits Officers. Notes bearing the electronic, manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer Officers of the Owner Trustee Company shall bind the TrustCompany, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee hold such office prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such office at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Company may deliver Notes executed on behalf of by the Trust Company to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes. The Company Order shall specify the Authenticating Agent amount of Notes to be authenticated, and shall further specify the amount of such Notes to be issued as one or more Global Notes or as one or more Physical Notes. The Trustee in accordance with such Company Order shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by an authorized signatory of the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Company by an Authorized Officer its Chairman of the Owner TrusteeBoard, acting at the direction its President or one of the Certificateholdersits Vice Presidents, under its corporate seal reproduced thereon attested by its Secretary or one of its Assistant Secretaries. The signature of such Authorized Officer any of the Owner Trustee these officers on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee Company shall bind the TrustCompany, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Company may deliver Notes executed on behalf of by the Trust Company to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes; and the Authenticating Agent Trustee in accordance with such Company Order shall authenticate and deliver such Notes as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimileOfficer. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer of the Owner Trustee Issuer shall bind the TrustIssuer, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee hold such office prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such office at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Issuer may deliver Notes executed on behalf of by the Trust Issuer to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes. The Company Order shall specify the Authenticating Agent amount of Notes to be authenticated, and shall further specify the amount of such Notes to be issued as a Global Notes or as Physical Notes. The Trustee in accordance with such Company Order shall authenticate and deliver such Notes as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an its Authorized Officer of the Owner Trustee, acting at the direction of the CertificateholdersOfficer. The signature of such Authorized Officer any of the Owner Trustee these officers on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual individuals who was were at any time an Authorized Officer of the Owner Trustee Officers shall bind the TrustIssuer, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time The Notes which are authenticated and from time delivered by the Trustee to time after or upon the execution and delivery of this Indenture, the Trust may deliver Notes executed on behalf order of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated Issuer on the Closing Date shall be dated the Closing Accrual Date. All other Notes that which are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authentication. The Notes may be authenticated by the Trustee either at the Corporate Trust Office or at the Trustee's office or agency in the Borough of Manhattan, City and State of New York. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, the related exhibit hereto executed by the Trustee or by any Authenticating Agent by the manual signature of one of its Authorized Officers authorized officers, employees or employeessignatories, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes Certificates shall be executed on behalf of the Trust Trustee by an Authorized Officer one of the Owner Trustee, acting at the direction authorized officers of the CertificateholdersTrustee under its corporate seal, which may be in facsimile form and be imprinted or otherwise reproduced thereon [and attested by one of the authorized officers of the Trustee]. The signature of such Authorized Officer any officer of the Owner Trustee on the Notes Certificates may be manual or by facsimile. Notes Certificates bearing the manual or facsimile signature of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee shall bind the TrustTrustee, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes Certificates or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such NotesCertificates. At any time Each Certificate authenticated and from time delivered by the Certificate Registrar to time after or upon the execution and delivery of this Indenture, the Trust may deliver Notes executed on behalf order of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated Depositor on the Closing Date shall be dated as of the Closing Date. All other Notes Certificates that are authenticated after the Closing Date for any other purpose hereunder under this Agreement shall be dated the date of their authentication. No Note Certificate shall be entitled to any benefit under this Indenture Agreement or be valid or obligatory for any purpose, unless there appears on such Note Certificate a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Certificate Registrar by the manual signature of one of its Authorized Officers authorized officers or employees, and such certificate of authentication upon any Note Certificate shall be conclusive evidence, and the only evidence, that such Note Certificate has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Company (a) by an Authorized its Chief Executive Officer, its President, its Chief Financial Officer or any of its Vice Presidents and (b) by its Treasurer, any Assistant Treasurer, the Owner Trustee, acting at the direction Secretary or any of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimileits Vice Presidents. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee Company shall bind the TrustCompany, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Company may deliver Notes executed on behalf of by the Trust Company to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes. The Company Order shall specify the Authenticating Agent amount of Notes to be authenticated, and shall further specify the amount of such Notes to be issued as a Global Notes or as Physical Notes, and whether any such Notes to be authenticated are Affiliate Notes. The Trustee in accordance with such Company Order shall authenticate and deliver such Notes as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Company by an Authorized Officer its Chairman of the Owner TrusteeBoard, acting at the direction its Vice Chairman of the CertificateholdersBoard, its Chief Executive Officer (or any Co-Chief Executive Officer if the title is allocated to more than one person), its President, its Chief Financial Officer or its Treasurer, and attested by its Secretary or one of its Assistant Secretaries. The signature of such Authorized Officer any of the Owner Trustee these officers on the Notes may be manual or by facsimilefacsimile and shall not be required to be under the Company’s corporate seal. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee Company shall bind the TrustCompany, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time Pursuant to time after the execution and delivery of this Indenturea Company Order, the Trust may deliver Trustee shall authenticate for original issue Notes executed on behalf in an aggregate principal amount specified in the Company Order. The Trustee shall be entitled to receive an Officer’s Certificate and an Opinion of Counsel of the Trust Company that it may reasonably request in connection with such authentication of Notes. Such Company Order shall specify the amount of Notes to the Authenticating Agent for authentication, be authenticated and the Authenticating Agent shall authenticate and deliver such date on which the original issue of Notes as provided in this Indenture and not otherwiseis to be authenticated. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, the Base Indenture executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeesfacsimile signature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at Trustee or the direction of the CertificateholdersAdministrator. The signature of any such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual individuals who was were at any time an Authorized Officer Officers of the Owner Trustee or the Administrator shall bind the TrustIssuer, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time Subject to time after the execution and delivery satisfaction of this Indenturethe conditions set forth in Section 2.08 hereof, the Trust may deliver Notes executed on behalf of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent Indenture Trustee shall upon Issuer Order authenticate and deliver such the Notes. The Notes as provided in this that are authenticated and delivered by the Indenture and not otherwise. Each Note authenticated Trustee to or upon the order of the Issuer on the Closing Date shall be dated the as of such Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder under the Indenture shall be dated the date of their authentication. The Notes shall be issued in such denominations as may be agreed by the Issuer and the Noteholder Agent. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Indenture Trustee by the manual signature of one of its Authorized Officers or employeesauthorized signatories, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes Bonds shall be executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes Bonds may be manual or by facsimile. Notes Bonds bearing the manual or facsimile signature of an individual who was at any time an Authorized Officer of the Owner Trustee shall bind the TrustIssuer, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee prior to the authentication and delivery of such Notes Bonds or was not an Authorized Officer of the Owner Trustee at the date of such NotesBonds. At any time and from time to time after the execution and delivery of this Indenture, the Trust Issuer may deliver Notes Bonds executed on behalf of the Trust Issuer to the Authenticating Agent for authentication, ; and the Authenticating Agent shall authenticate and deliver such Notes Bonds as provided in this Indenture provided and not otherwise. Each Note Bond authenticated on the Closing Date shall be dated the Closing Date. All other Notes Bonds that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authentication. No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent by the manual signature of one of its Authorized Officers authorized officers or employees, and such certificate of authentication upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Bond has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Secured Notes shall be executed on behalf of the Trust by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Secured Notes may be manual or by facsimile. Secured Notes bearing the manual or facsimile signature of an individual who was at any time an Authorized Officer of the Owner Trustee shall bind the Trust, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee prior to the authentication and delivery of such Secured Notes or was not an Authorized Officer of the Owner Trustee at the date of such Secured Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust may deliver Secured Notes executed on behalf of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Secured Notes as provided in this Indenture and not otherwise. Each Secured Note authenticated on the Closing Date shall be dated the Closing Date. All other Secured Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authentication. No Secured Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Secured Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, executed by the Authenticating Agent by the manual signature of one of its Authorized Officers or employees, and such certificate of authentication upon any Secured Note shall be conclusive evidence, and the only evidence, that such Secured Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual who was at any time an Authorized Officer of the Owner Trustee shall bind the TrustIssuer, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee prior to the authentication and delivery of such Notes or was not an Authorized Officer of the Owner Trustee at the date of issuance of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Issuer may deliver Notes executed on behalf of the Trust Issuer to the Authenticating Agent for authentication, ; and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent by the manual signature of one of its Authorized Officers or employeesOfficers, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an its Authorized Officer of the Owner Trustee, acting at the direction of the CertificateholdersOfficer. The signature of such Authorized Officer any of the Owner Trustee these officers on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual individuals who was were at any time an Authorized Officer of the Owner Trustee Officers shall bind the TrustIssuer, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time The Notes which are authenticated and from time delivered by the Indenture Trustee to time after or upon the execution and delivery of this Indenture, the Trust may deliver Notes executed on behalf order of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated Issuer on the Closing Date shall be dated the Closing Date. All other Notes that which are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authentication. The Notes may be authenticated by the Indenture Trustee either at the Corporate Trust Office or at the Indenture Trustee's office or agency in the Borough of Manhattan, City and State of New York. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, the related exhibit hereto executed by the Indenture Trustee or by any Authenticating Agent by the manual signature of one of its Authorized Officers authorized officers, employees or employeessignatories, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual who was at any time an Authorized Officer of the Owner Trustee shall bind the Trust, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee prior to the authentication and delivery of such Notes or was not an Authorized Officer of the Owner Trustee at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust may deliver Notes executed on behalf of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, executed by the Authenticating Agent by the manual signature of one of its Authorized Officers or employees, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual who was at any time an Authorized Officer of the Owner Trustee shall bind the TrustIssuer, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee prior to the authentication and delivery of such Notes or was not an Authorized Officer of the Owner Trustee at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Issuer may deliver Notes executed on behalf of the Trust Issuer to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, executed by the Authenticating Agent by the manual signature of one of its Authorized Officers or employees, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. (a) The Notes Bonds shall be executed on behalf of the Trust Issuer by an one of the Authorized Officer Officers of the Owner Trustee under its corporate seal, which may be in facsimile form and be imprinted or otherwise reproduced thereon and attested by one of the Authorized Officers of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer any of the Owner Trustee these officers on the Notes Bonds may be manual or by facsimile. Notes Bonds bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee Issuer shall bind the TrustIssuer, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes Bonds or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such NotesBonds. At any time and from time to time after the execution and delivery of this Indenture, the Trust Issuer may deliver Notes Bonds executed by the Owner Trustee on behalf of the Trust Issuer to the Authenticating Agent Trustee for authentication, and the Authenticating Agent Trustee shall authenticate and deliver such Notes Bonds as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date Bond shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated as of the date of their its authentication. No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form provided for set forth in Section 2.02 hereofthe form of Bonds in Exhibits A-1 and A-2, executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employees, authorized officers and such certificate of authentication upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Bond has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of any such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual individuals who was were at any time an Authorized Officer Officers of the Owner Trustee shall bind the TrustIssuer, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time Subject to time after the execution and delivery satisfaction of this Indenturethe conditions set forth in Section 2.8, the Trust may deliver Notes executed on behalf Indenture Trustee shall upon receipt of the Trust to the Authenticating Agent for authenticationan Issuer Order, and the Authenticating Agent shall authenticate and deliver the Class A Notes for original issue in the principal amount equal to $[ ]. The aggregate principal amount of the Class A Notes outstanding at any time may not exceed such amount. The Notes as provided in this that are authenticated and delivered by the Indenture and not otherwise. Each Note authenticated Trustee to or upon the order of the Issuer on the Closing Date shall be dated the Closing Date[ ]. All other Notes that are authenticated after the Closing Date for any other purpose hereunder under the Indenture shall be dated the date of their authentication. The Class A Notes shall be issuable as registered Notes in the minimum denomination of $[25,000] and multiples of $[1,000] in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Indenture Trustee by the manual signature of one of its Authorized Officers or employeesauthorized signatories, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at Trustee or the direction of the CertificateholdersAdministrator. The signature of any such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual individuals who was were at any time an Authorized Officer Officers of the Owner Trustee or the Administrator shall bind the TrustIssuer, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time Subject to time after the execution and delivery satisfaction of this Indenturethe conditions set forth in Section 2.08 hereof, the Trust may deliver Notes executed on behalf of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent Indenture Trustee shall upon Issuer Order authenticate and deliver such the Notes. The Notes as provided in this that are authenticated and delivered by the Indenture and not otherwise. Each Note authenticated Trustee to or upon the order of the Issuer on the Closing Date shall be dated the as of such Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder under the Indenture shall be dated the date of their authentication. The Notes shall be issued in such denominations as may be agreed by the Issuer and the Noteholders. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Indenture Trustee by the manual signature of one of its Authorized Officers or employeesauthorized signatories, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed by manual or facsimile signature on behalf of the Trust Company by an Authorized any one of its Chief Executive Officer, its President, its Chief Financial Officer or any of the Owner Trusteeits Vice Presidents, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual its Treasurer, any Assistant Treasurer or by facsimileits Corporate Secretary. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer of the Owner Trustee Company shall bind the TrustCompany, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee hold such office prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such office at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Company may deliver Notes executed on behalf of by the Trust Company to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes. The Company Order shall specify the Authenticating Agent amount of Notes to be authenticated, and shall further specify the amount of such Notes to be issued as one or more Global Notes or as one or more Physical Notes. The Trustee in accordance with such Company Order shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by an authorized signatory of the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust by an Authorized Officer each of the Owner Trustee, acting at the direction Obligors by any of the CertificateholdersAuthorized Officers of such Obligor. The signature of such Authorized Officer any of the Owner Trustee these officers on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any the time an Authorized Officer of execution of such Notes the proper officers of the Owner Trustee Obligors shall bind the TrustObligors, notwithstanding that such individual has ceased to be an Authorized Officer individuals or any of them do not hold such offices at the Owner Trustee prior to time of the authentication and delivery of such Notes or was not an Authorized Officer of the Owner Trustee at the date of such Notes. At any time and from time to time after the execution and delivery of this IndentureMaster Agreement and the related Series Supplement, and upon satisfaction of all the conditions set forth in the related Series Supplement, the Trust Obligors may deliver Notes executed on behalf of the Trust related Series (including Notes of any Class within such Series) executed by the Obligors to the Trustee or Authenticating Agent for authentication, together with an Obligors' Order for the authentication and delivery of such Notes and an Officer's Certificate that all conditions precedent for such issuance have been satisfied, and the Authenticating Agent Trustee in accordance with the Obligors' Order shall authenticate and deliver make available for delivery such Notes as provided in this Indenture and not otherwiseNotes. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture Master Agreement or any Series Supplement or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Trustee or the Authenticating Agent by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.duly

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Company by an Authorized any Officer of the Owner Trustee, acting at the direction Company (or any general partner of the CertificateholdersCompany or the ultimate general partner, sole or managing member of such general partner). The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper Officers of the Owner Trustee Company or its general partner shall bind the TrustCompany, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Company may deliver Notes executed on behalf of by the Trust Company to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes, and the Authenticating Agent Trustee in accordance with the Company Order shall authenticate and deliver such Notes as provided in this Indenture and not otherwiseNotes. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Company, and the Company shall deliver such Note to the Trustee for cancellation as provided in Section 213, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Company by an Authorized Officer of the Owner Trustee, acting at the direction of the CertificateholdersOfficer. The signature of such Authorized an Officer of the Owner Trustee on the Notes may be manual or by facsimilefacsimile signatures of the present or any future such authorized Officer and may be imprinted or otherwise reproduced on the Notes. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper Officers of the Owner Trustee Company shall bind the TrustCompany, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time On or prior to time after the execution and delivery of this IndentureIssuance Date, the Trust may Company shall deliver the Initial Notes in an aggregate principal amount not to exceed $50,438,272 executed on behalf of by the Trust Company to the Authenticating Agent Trustee for authentication, together with a Company Order directing the Trustee to authenticate the Initial Notes and certifying that all conditions precedent to the issuance of Notes contained herein have been fully complied with, and the Authenticating Agent Trustee in accordance with such Company Order shall authenticate and deliver such Notes as provided in this Indenture and not otherwiseInitial Notes. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein duly executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeesan authorized signatory, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunderhereunder and is entitled to the benefits of this Indenture. The Trustee may appoint an Authenticating Agent acceptable to the Company to authenticate Notes on behalf of the Trustee. Unless limited by the terms of such appointment, an Authenticating Agent may authenticate Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such Agent.

Execution, Authentication, Delivery and Dating. The Notes Securities shall be executed on behalf of the Trust Issuer by an Authorized Officer any of the Owner Trustee, acting at the direction members of the Certificateholders. The signature Board of such Authorized Officer Trustees of the Owner Trustee on the Notes Issuer. Any such signature may be manual or by facsimile. Notes Securities bearing the manual or facsimile signature signatures of an individual who was at any time an Authorized Officer member of the Owner Trustee Board of Trustees of the Issuer shall bind the TrustIssuer, notwithstanding that any such individual Person has ceased to be an Authorized Officer a member of the Owner Trustee such Board of Trustees prior to the authentication and delivery of such Notes securities or was not an Authorized Officer such a member of the Owner Trustee such Board of Trustees at the date as of which such NotesSecurities were dated. At any time and from time to time after the execution and delivery of this Indenture, the Trust Issuer may deliver Notes Securities executed on behalf of by the Trust Issuer to the Trustee or the Authenticating Agent for authentication, together with an Order for the authentication and delivery of such Securities, and the Trustee or the Authenticating Agent in accordance with such Order shall authenticate and deliver such Notes securities as is provided in this Indenture and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder Security shall be dated the date of their its authentication. No Note Security shall be entitled to any benefit under this Indenture Indenture, or be valid or obligatory for any purpose, unless there appears on such Note Security a certificate of authentication substantially in the form provided for in Section 2.02 hereof, Exhibit H hereto executed by the Trustee or the Authenticating Agent by the manual signature of one of its Authorized Officers or employees, and such certificate of authentication upon any Note Security shall be conclusive evidence, and the only evidence, that such Note Security has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes Bonds shall be executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes Bonds may be manual or by facsimile. Notes Bonds bearing the manual or facsimile signature of an individual who was at any time an Authorized Officer of the Owner Trustee shall bind the TrustIssuer, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee prior to the authentication and delivery of such Notes Bonds or was not an Authorized Officer of the Owner Trustee at the date of such NotesBonds. At any time and from time to time after the execution and delivery of this Indenture, the Trust Issuer may deliver Notes Bonds executed on behalf of the Trust Issuer to the Authenticating Agent for authentication, ; and the Authenticating Agent shall authenticate and deliver such Notes Bonds as provided in this Indenture provided and not otherwise. Each Note Bond authenticated on the Closing Date shall be dated the Closing Date. All other Notes Bonds that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authentication. No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent by the manual signature of one of its Authorized Officers authorized officers or employees, and such certificate of authentication upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Bond has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes Debentures shall be executed on behalf of the Trust Company by an Authorized Officer two duly authorized officers on behalf of the Owner Trustee, acting at the direction of the CertificateholdersCompany. The signature of such Authorized Officer any of the Owner Trustee these officers on the Notes Debentures may be manual or by facsimile. Notes Debentures bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee Company shall bind the TrustCompany, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes Debentures or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such NotesDebentures. At any time and from time to time after Upon the execution and delivery of this Indenture, or from time to time thereafter, Debentures may be executed by the Trust may deliver Notes executed on behalf of the Trust Company and delivered to the Authenticating Agent Trustee for authentication, and the Authenticating Agent Trustee shall thereupon authenticate and deliver make available for delivery said Debentures to or upon Company Order without any further action by the Company. Debentures may be authenticated on original issuance from time to time and delivered pursuant to such Notes procedures acceptable to the Trustee ("Procedures") as provided in this Indenture and not otherwisemay be specified from time to time by Company Order. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder Debenture shall be dated the date of their its authentication. No Note Debenture shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note Debenture a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeesauthorized signatories, and such certificate of authentication upon any Note Debenture shall be conclusive evidence, and the only evidence, that such Note Debenture has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Company by an Authorized Officer its Chief Executive Officer, its President, its Chief Financial Officer, any of its Vice Presidents, its Treasurer, any Assistant Treasurer, the Owner TrusteeSecretary, acting at the direction any of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual its Vice Presidents or by facsimileDirectors. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer of the Owner Trustee Company shall bind the TrustCompany, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee hold such office prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such office at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Company may deliver Notes executed on behalf of by the Trust Company to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes. The Company Order shall specify the Authenticating Agent amount of Notes to be authenticated, and shall further specify the amount of such Notes to be issued as one or more Global Notes or as one or more Physical Notes. The Trustee in accordance with such Company Order shall authenticate and deliver such Notes as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by an authorized signatory of the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. (a) The Notes of each Series shall be executed by manual or facsimile signature on behalf of the Trust applicable Issuers by an any Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature Officers of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimileIssuers. Notes bearing the manual or facsimile signature signatures of an individual persons who was were at any time an the Authorized Officer Officers of such applicable Issuers shall be entitled to all benefits under this Indenture, subject to the Owner Trustee shall bind the Trustfollowing sentence, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust may deliver Notes executed on behalf of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authentication. No Note shall be entitled to any benefit under this Indenture Indenture, or be valid or obligatory for any purpose, however, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereofherein, executed by the Authenticating Agent Indenture Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. All Notes shall be dated the respective dates of their authentication. The Indenture Trustee’s certificate of authentication shall be in substantially the following form: This is one of the Notes of a Series of Notes issued under the within mentioned Indenture. [Indenture Trustee], not in its individual capacity but solely as Indenture Trustee By: Authorized Signatory

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Company by an Authorized Officer officer or director of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimileCompany. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee Company shall bind the TrustCompany, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Company may deliver Notes executed on behalf by the Company together with notations of the Trust Note Guarantees of each Guarantor to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes and an Opinion of Counsel. The Company Order shall specify the Authenticating Agent amount of Notes to be authenticated, and shall further specify the amount of such Notes to be issued as a Global Notes or as Physical Notes. The Trustee in accordance with such Company Order shall authenticate and deliver such Notes as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Company by an Authorized Officer its Chairman or a Vice Chairman of the Owner TrusteeBoard, acting at its President, a Vice President, the direction Chief Financial Officer or the Chief Accounting Officer, under its corporate seal reproduced thereon attested by its Secretary or one of the Certificateholdersits Assistant Secretaries. The signature of such Authorized Officer any of the Owner Trustee these officers on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee Company shall bind the TrustCompany, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Company may deliver Notes executed on behalf of by the Trust Company to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes, and the Authenticating Agent Trustee in accordance with the Company Order shall authenticate and deliver such Notes as provided in this Indenture and not otherwiseNotes. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunderhereunder and is entitled to the benefits of this Indenture.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an Authorized Officer its Chairman of the Owner TrusteeBoard of Directors, acting at Chief Executive Officer, its President, its Chief Financial Officer, any of its Vice Presidents, its Treasurer, any Assistant Treasurer, the direction Secretary, any assistant Secretary, or any Director of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimileIssuer. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer of the Owner Trustee Issuer shall bind the TrustIssuer, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee hold such office prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such office at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Issuer may deliver Notes executed on behalf of by the Trust Issuer to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes. The Company Order shall specify the Authenticating Agent amount of Notes to be authenticated, and shall further specify the amount of such Notes to be issued as Global Notes or as Physical Notes. The Trustee in accordance with such Company Order shall authenticate and deliver such Notes as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Fifth A/R Notes are hereby exchanged for the Notes. For the avoidance of doubt, the indebtedness evidenced by the Fifth A/R Notes remains outstanding and is consolidated with the indebtedness evidenced by the Notes. The Notes shall be manually executed on behalf of the Trust by an Authorized Officer of the Owner Trustee, acting at the direction of the CertificateholdersIssuer. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes Any Note bearing the manual or facsimile signature of an individual who was at any the time of execution thereof an Authorized Officer of the Owner Trustee Issuer shall bind the TrustIssuer, notwithstanding that such individual has ceased ceases to be an Authorized Officer of the Owner Trustee hold such office prior to the authentication and delivery of such Notes Note or was did not an Authorized Officer of the Owner Trustee hold such office at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust may deliver Notes executed on behalf of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authenticationNote. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for set forth in Section 2.02 hereofExhibit A hereto, executed by the Authenticating Agent Indenture Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Each Note shall be dated the date of its authentication. The Notes may from time to time be executed by the Issuer and delivered to the Indenture Trustee for authentication together with an Issuer Order to the Indenture Trustee directing the authentication KL2 2878899.10 and delivery of such Notes and thereupon the same shall be authenticated and delivered by the Indenture Trustee in accordance with such Issuer Order.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by one of its Officers. If its corporate seal is reproduced thereon, it shall be attested by the Secretary or an Authorized Officer Assistant Secretary of the Owner Trustee, acting at the direction of the CertificateholdersIssuer. The signature of such Authorized Officer any of the Owner Trustee these officers on the Notes may be manual or by facsimile. If the Issuer elects to reproduce its corporate seal on the Notes, then such seal may be in the form of a facsimile thereof and may be impressed, affixed, imprinted or otherwise reproduced on the Notes. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper Officers of the Owner Trustee Issuer shall bind the TrustIssuer, notwithstanding the fact that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenturethe Indenture and as provided in Section 301, the Trust Issuer may deliver Notes executed on behalf of by the Trust Issuer to the Authenticating Agent Trustee for authentication, together with an Issuer Order for the authentication and delivery of such Notes, and the Authenticating Agent Trustee in accordance with the Issuer Order shall authenticate and deliver such Notes as provided in this Indenture and not otherwiseNotes. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this the Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereofAnnex A, executed signed manually in the name of the Trustee by the Authenticating Agent by the manual signature of one of its Authorized Officers or employeesan authorized signatory, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. Notwithstanding

Execution, Authentication, Delivery and Dating. The Notes shall be issued and delivered to the Noteholders on the Closing Date upon satisfaction of the requirements of the Note Purchase Agreement and this Indenture and Servicing Agreement. The Notes shall be manually executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes Any Note bearing the manual or facsimile signature of an individual who was at any the time of execution thereof an Authorized Officer of the Owner Trustee shall bind the TrustIssuer, notwithstanding that such individual has ceased ceases to be an Authorized Officer of the Owner Trustee hold such office prior to the authentication and delivery of such Notes Note or was did not an Authorized Officer of the Owner Trustee hold such office at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust may deliver Notes executed on behalf of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authenticationNote. No Note shall be entitled to any benefit under this Indenture and Servicing Agreement or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for set forth in Section 2.02 hereofExhibit A hereto, executed by the Authenticating Agent Indenture Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Each Note shall be dated the date of its authentication. The Notes may from time to time be executed by the Issuer and delivered to the Indenture Trustee for authentication together with an Issuer Order to the Indenture Trustee directing the authentication and delivery of such Notes and thereupon the same shall be authenticated and delivered by the Indenture Trustee in accordance with such Issuer Order.

Execution, Authentication, Delivery and Dating. The Sixth A/R Notes are hereby exchanged for the Notes. For the avoidance of doubt, the indebtedness evidenced by the Sixth A/R Notes remains outstanding and is consolidated with the indebtedness evidenced by the Notes. The Notes shall be manually executed on behalf of the Trust by an Authorized Officer of the Owner Trustee, acting at the direction of the CertificateholdersIssuer. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes Any Note bearing the manual or facsimile signature of an individual who was at any the time of execution thereof an Authorized Officer of the Owner Trustee Issuer shall bind the TrustIssuer, notwithstanding that such individual has ceased ceases to be an Authorized Officer of the Owner Trustee hold such office prior to the authentication and delivery of such Notes Note or was did not an Authorized Officer of the Owner Trustee hold such office at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust may deliver Notes executed on behalf of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authenticationNote. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for set forth in Section 2.02 hereofExhibit A-1 or Exhibit A-2 hereto, as applicable, executed by the Authenticating Agent Indenture Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Each Note shall be dated the date of its authentication. The Notes may from time to time be executed by the Issuer and delivered to the Indenture Trustee for authentication together with an Issuer Order to the Indenture Trustee directing the authentication and delivery of such Notes and thereupon the same shall be authenticated and delivered by the Indenture Trustee in accordance with such Issuer Order.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an Authorized Officer its Chief Executive Officer, its President, its Chief Financial Officer, any of its Vice Presidents, its Treasurer, any Assistant Treasurer, the Owner TrusteeSecretary, acting at the direction any of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual its Vice Presidents or by facsimileDirectors. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer of the Owner Trustee Issuer shall bind the TrustIssuer, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee hold such office prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such office at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Issuer may deliver Notes executed on behalf of by the Trust Issuer to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes. The Company Order shall specify the Authenticating Agent amount of Notes to be authenticated, and shall further specify the amount of such Notes to be issued as a Global Notes or as Physical Notes. The Trustee in accordance with such Company Order shall authenticate and deliver such Notes as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Company by an Authorized Officer any two executive officers of the Owner TrusteeCompany, acting at the direction one of which is its Chairman of the Certificateholders. The signature Board, President, Chief Executive Officer, Executive Vice President or Chief Financial Officer and the other of such Authorized Officer which may be any other executive officer of the Owner Trustee on Company (including its Corporate Treasurer or its Subdirector of Financial Development) or Person who has a power of attorney granted by the Notes may be manual shareholders of the Company, the Board or by facsimileany attorney-in-fact of the Company. Notes bearing the manual or facsimile signatures of individuals who at the time of signature of an individual who was at any time an Authorized Officer were the proper officers or attorneys-in-fact of the Owner Trustee Company shall bind the TrustCompany, notwithstanding that such individual has individuals or any of them have ceased to hold such offices or to be an Authorized Officer of the Owner Trustee attorneys-in-fact prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices or were not attorneys-in-fact at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Company may deliver Notes executed on behalf of by the Trust Company to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes; and the Authenticating Agent Trustee in accordance with such Company Order shall authenticate and deliver such Notes as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No A Note shall not be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, executed and issued by the Authenticating Agent Company and authenticated by the manual signature of one the Trustee as provided herein. The signature of its Authorized Officers or employees, and such certificate of authentication upon any Note the Trustee shall be conclusive evidence, and the only evidence, that such the Note has been duly authenticated and delivered hereunderunder this Indenture.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Company by an Authorized Officer authorized signatory or authorized signatories of the Owner Trustee, acting at the direction of the CertificateholdersCompany. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee Company shall bind the TrustCompany, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Company may deliver Notes executed on behalf of by the Trust Company and having endorsed (by attachment or imprint) thereon the Guarantee executed as provided in Section 11.2 hereof by the Guarantors, to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes; and the Authenticating Agent Trustee in accordance with such Company Order shall authenticate and deliver such Notes as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note or Guarantee shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder and that each Guarantee referred to therein has been duly executed and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at Trustee or the direction of the CertificateholdersAdministrator. The signature of any such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual individuals who was were at any time an Authorized Officer Officers of the Owner Trustee or the Administrator shall bind the TrustIssuer, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time Subject to time after the execution and delivery satisfaction of this Indenturethe conditions set forth in SECTION 2.08 hereof, the Trust may deliver Notes executed on behalf of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent Indenture Trustee shall upon Issuer Order authenticate and deliver such the Notes. The Notes as provided in this that are authenticated and delivered by the Indenture and not otherwise. Each Note authenticated Trustee to or upon the order of the Issuer on the Closing Date shall be dated the as of such Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder under the Indenture shall be dated the date of their authentication. The Notes shall be issued in such denominations as may be agreed by the Issuer and the Initial Noteholder. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Indenture Trustee by the manual signature of one of its Authorized Officers or employeesauthorized signatories, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at Trustee or the direction of the CertificateholdersAdministrator. The signature of any such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual individuals who was were at any time an Authorized Officer Officers of the Owner Trustee or the Administrator shall bind the TrustIssuer, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time Subject to time after the execution and delivery satisfaction of this Indenturethe conditions set forth in Section 2.08 hereof, the Trust may deliver Notes executed on behalf of the Trust to the Authenticating Agent for authenticationIndenture Trustee shall, and the Authenticating Agent shall upon Issuer Order, authenticate and deliver such the Notes. The Notes as provided in this that are authenticated and delivered by the Indenture and not otherwise. Each Note authenticated Trustee to or upon the order of the Issuer on the Closing Date shall be dated the as of such Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder under the Indenture shall be dated the date of their authentication. The Notes shall be issued in such denominations as may be agreed by the Issuer and the Noteholder Agent. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Indenture Trustee by the manual signature of one of its Authorized Officers or employeesauthorized signatories, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. (a) The Notes Bonds shall be executed on behalf of the Trust Issuer by an one of the Authorized Officer Officers of the Owner Trustee under its corporate seal, which may be in facsimile form and be imprinted or otherwise reproduced thereon and attested by one of the Authorized Officers of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer any of the Owner Trustee these officers on the Notes Bonds may be manual or by facsimile. Notes Bonds bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee Issuer shall bind the TrustIssuer, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes Bonds or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such NotesBonds. At any time and from time to time after the execution and delivery of this Indenture, the Trust Issuer may deliver Notes Bonds executed by the Owner Trustee on behalf of the Trust Issuer to the Authenticating Agent Trustee for authentication, and the Authenticating Agent Trustee upon Issuer Request shall authenticate and deliver such Notes Bonds as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date Bond shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated as of the date of their its authentication. No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form provided for set forth in Section 2.02 hereofthe form of Bonds in Exhibits A-1 and A-2, executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employees, authorized officers and such certificate of authentication upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Bond has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an Authorized Officer authorized signatory or authorized signatories of the Owner Trustee, acting at the direction of the CertificateholdersIssuer. The signature of such Authorized Officer of the Owner Trustee any signatory on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee Issuer shall bind the TrustIssuer, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust Issuer may deliver Notes executed on behalf of by the Trust Issuer and having endorsed (by attachment or imprint) thereon the Guarantees executed as provided in Section 14.2 by the Guarantors, to the Authenticating Agent Trustee for authentication, together with an Issuer Order for the authentication and delivery of such Notes; and the Authenticating Agent Trustee in accordance with such Issuer Order shall authenticate and deliver such Notes as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note or Guarantee shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder and that the Guarantees referred to therein have been duly executed and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Company by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholdersthereof. The signature of any such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee Company shall bind the TrustCompany, notwithstanding the fact that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture and as provided in Section 301 of this Indenture, the Trust Company may deliver Notes executed on behalf of by the Trust Company to the Authenticating Agent Trustee for authentication, together with a Company Order for the authentication and delivery of such Notes, and the Authenticating Agent Trustee in accordance with the Company Order shall authenticate and deliver such Notes as provided in this Indenture and not otherwiseNotes. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereofAnnex A, executed signed manually in the name of the Trustee by the Authenticating Agent by the manual signature of one of its Authorized Officers or employeesan authorized signatory, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Notwithstanding the foregoing, if any Note shall have been authenticated and delivered hereunder but never issued and sold by the Company, and the Company shall deliver such Note to the Trustee for cancellation as provided in Section 310 of this Indenture, for all purposes of this Indenture such Note shall be deemed never to have been authenticated and delivered hereunder and shall never be entitled to the benefits of this Indenture.

Execution, Authentication, Delivery and Dating. The Notes Certificates shall be executed on behalf of the Trust Securities Administrator by an Authorized Officer one of the Owner Trustee, acting at the direction authorized officers of the CertificateholdersSecurities Administrator under its corporate seal, which may be in facsimile form and be imprinted or otherwise reproduced thereon [and attested by one of the authorized officers of the Securities Administrator]. The signature of such Authorized Officer any officer of the Owner Trustee Securities Administrator on the Notes Certificates may be manual or by facsimile. Notes Certificates bearing the manual or facsimile signature of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee Securities Administrator shall bind the TrustSecurities Administrator, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes Certificates or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such NotesCertificates. At any time Each Certificate authenticated and from time delivered by the Certificate Registrar to time after or upon the execution and delivery of this Indenture, the Trust may deliver Notes executed on behalf order of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated Depositor on the Closing Date shall be dated as of the Closing Date. All other Notes Certificates that are authenticated after the Closing Date for any other purpose hereunder under this Agreement shall be dated the date of their authentication. No Note Certificate shall be entitled to any benefit under this Indenture Agreement or be valid or obligatory for any purpose, unless there appears on such Note Certificate a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by the Authenticating Agent Certificate Registrar by the manual signature of one of its Authorized Officers authorized officers or employees, and such certificate of authentication upon any Note Certificate shall be conclusive evidence, and the only evidence, that such Note Certificate has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of any such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual individuals who was were at any time an Authorized Officer Officers of the Owner Trustee shall bind the TrustIssuer, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such Notes. At any time and from time Subject to time after the execution and delivery satisfaction of this Indenturethe conditions set forth in Section 2.8 hereof, the Trust may deliver Notes executed on behalf of the Trust to the Authenticating Agent for authenticationIndenture Trustee shall, and the Authenticating Agent shall upon Issuer Order, authenticate and deliver such the Notes for original issue in the aggregate principal amounts as provided in this specified below: The aggregate principal amounts of Notes outstanding at any time may not exceed $[o]. The Notes that are authenticated and delivered by the Indenture and not otherwise. Each Note authenticated Trustee to or upon the order of the Issuer on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date as a result of transfer or exchange or for any other purpose hereunder under the Indenture shall be dated the date of their authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication (substantially in the form provided for in Section 2.02 hereof, the form of Note at Exhibit A) executed by the Authenticating Agent Indenture Trustee by the manual signature of one of its Authorized Officers or employeesauthorized signatories, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The One Officer shall execute the Notes shall be executed on behalf of the Trust Issuer by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature. If an Officer whose signature of an individual who was at any time an Authorized Officer of the Owner Trustee shall bind the Trust, notwithstanding is on a Note no longer holds that such individual has ceased to be an Authorized Officer of the Owner Trustee prior to the authentication and delivery of such Notes or was not an Authorized Officer of the Owner Trustee office at the date of such Notestime the Note is authenticated, the Note shall be valid nevertheless. At any time and from time to time after the execution and delivery of this Indenture, the Trust Issuer may deliver Notes executed on behalf of by the Trust Issuer to the Authenticating Agent Trustee for authentication, together with a Issuer Order for the authentication and delivery of such Notes, and the Authenticating Agent Trustee in accordance with such Issuer Order shall authenticate and deliver such Notes as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their its authentication. No Note shall be entitled to any benefit under this Indenture Indenture, or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, herein executed by or on behalf of the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. The Trustee may appoint an authenticating agent or agents reasonably acceptable to the Issuer with respect to the Notes. Unless limited by the terms of such appointment, an authenticating agent may authenticate Notes whenever the Trustee may do so. Each reference in this Indenture to authentication by the Trustee includes authentication by such agent.

Execution, Authentication, Delivery and Dating. (a) The Notes Bonds shall be executed on behalf of the Trust Issuer by an one of the Authorized Officer Officers of the Owner Trustee under its corporate seal, which may be in facsimile form and be imprinted or otherwise reproduced thereon and attested by one of the Authorized Officers of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer any of the Owner Trustee these officers on the Notes Bonds may be manual or by facsimile. Notes Bonds bearing the manual or facsimile signature signatures of an individual individuals who was were at any time an Authorized Officer the proper officers of the Owner Trustee Issuer shall bind the TrustIssuer, notwithstanding that such individual has individuals or any of them have ceased to be an Authorized Officer of the Owner Trustee hold such offices prior to the authentication and delivery of such Notes Bonds or was did not an Authorized Officer of the Owner Trustee hold such offices at the date of such NotesBonds. At any time and from time to time after the execution and delivery of this Indenture, the Trust Issuer may deliver Notes Bonds executed by the Owner Trustee on behalf of the Trust Issuer to the Authenticating Agent Trustee for authentication, and the Authenticating Agent Trustee shall authenticate and deliver such Notes Bonds as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date Bond shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated as of the date of their its authentication. No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form provided for set forth in Section 2.02 hereofthe form of Bonds in Exhibit A, executed by the Authenticating Agent Trustee by the manual signature of one of its Authorized Officers or employees, authorized officers and such certificate of authentication upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Bond has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Notes shall be executed on behalf of the Trust by an Authorized Officer of the Owner Trustee, acting at the direction of the Certificateholders. The signature of such Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual who was at any time an Authorized Officer of the Owner Trustee shall bind the Trust, notwithstanding that such individual has ceased to be an Authorized Officer of the Owner Trustee prior to the authentication and delivery of such Notes or was not an Authorized Officer of the Owner Trustee at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust may deliver Notes executed on behalf of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture provided and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for in Section 2.02 hereof, executed by the Authenticating Agent by the manual signature of one of its Authorized Officers authorized officers or employees, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication, Delivery and Dating. The Original Notes are hereby exchanged for the Notes. For the avoidance of doubt, the indebtedness evidenced by the Original Notes remains outstanding and is consolidated with the indebtedness evidenced by the Notes. The Notes shall be manually executed on behalf of the Trust by an Authorized Officer of the Owner Trustee, acting Trustee on behalf of the Issuer. Any Note bearing the signature of an individual who was at the direction time of the Certificateholders. The signature of such execution thereof an Authorized Officer of the Owner Trustee on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of an individual who was at any time an Authorized Officer behalf of the Owner Trustee Issuer shall bind the TrustIssuer, notwithstanding that such individual has ceased ceases to be an Authorized Officer of the Owner Trustee hold such office prior to the authentication and delivery of such Notes Note or was did not an Authorized Officer of the Owner Trustee hold such office at the date of such Notes. At any time and from time to time after the execution and delivery of this Indenture, the Trust may deliver Notes executed on behalf of the Trust to the Authenticating Agent for authentication, and the Authenticating Agent shall authenticate and deliver such Notes as provided in this Indenture and not otherwise. Each Note authenticated on the Closing Date shall be dated the Closing Date. All other Notes that are authenticated after the Closing Date for any other purpose hereunder shall be dated the date of their authenticationNote. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for set forth in Section 2.02 hereofExhibit A hereto, executed by the Authenticating Agent Indenture Trustee by the manual signature of one of its Authorized Officers or employeessignature, and such certificate of authentication upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder. Each Note shall be dated the date of its authentication. The Notes may from time to time be executed by the Issuer and delivered to the Indenture Trustee for authentication together with an Issuer Order to the Indenture Trustee directing the authentication and delivery of such Notes and thereupon the same shall be authenticated and delivered by the Indenture Trustee in accordance with such Issuer Order.