Common use of FORM OF DEFINITIVE NOTE Clause in Contracts

FORM OF DEFINITIVE NOTE. [ANY UNITED STATES PERSON (AS DEFINED IN THE INTERNAL REVENUE CODE OF THE UNITED STATES) WHO HOLDS THIS OBLIGATION WILL BE SUBJECT TO LIMITATIONS UNDER THE UNITED STATES INCOME TAX LAWS, INCLUDING THE LIMITATIONS PROVIDED IN SECTIONS 165(j) AND 1287(a) OF THE INTERNAL REVENUE CODE.]1 [CADBURY SCHWEPPES PUBLIC LIMITED COMPANY (the “Issuer”) (incorporated with limited liability in England and Wales with registered number 52457)/ CADBURY SCHWEPPES FINANCE p.l.c. (the “Issuer”) (incorporated with limited liability in England and Wales with registered number 465012)/ CADBURY SCHWEPPES INVESTMENTS plc (the “Issuer”) (incorporated with limited liability in England and Wales with registered number 01135043)]2 [Unconditionally and irrevocably guaranteed by CADBURY SCHWEPPES PUBLIC LIMITED COMPANY (“Cadbury Schweppes”) (incorporated with limited liability in England and Wales with registered number 52457) CADBURY SCHWEPPES FINANCE p.l.c. (“CSF”) (incorporated with limited liability in England and Wales with registered number 465012)/ CADBURY SCHWEPPES INVESTMENTS plc (“CSI”) (incorporated with limited liability in England and Wales with registered number 01135043)]3 [Specified Currency and Nominal Amount of Tranche] NOTES DUE [Year of Maturity] This Note is one of a Series of Notes of [Specified Currency(ies) and Specified Denomination(s)] each of the Issuer (“Notes”). References herein to the Conditions shall be to the Terms and Conditions [endorsed hereon/set out in the First Schedule to the Trust Deed (as defined below) which shall be incorporated by reference herein and have effect as if set out herein] as supplemented, replaced and modified by the relevant information (appearing in the Final Terms (the “Final Terms”)) endorsed hereon but, in the event of any conflict between the provisions of the said Conditions and such information in the Final Terms, such information will prevail. Words and expressions defined in the Conditions shall bear the same meanings when used in this Note. This Note is issued subject to, and with the benefit of, the Conditions and a Trust Deed (such Trust Deed as modified and/or supplemented and/or restated from time to time, the “Trust Deed”) dated 26th May, 1999 and made 1 Include where the original maturity of the Notes is more than 365 days. 2 Delete as applicable. 3 Delete where the relevant Issuer is Cadbury Schweppes. Where the relevant Issuer is CSF or CSI, delete as appropriate. between [(inter alios)] 1 the Issuer[, Cadbury Schweppes and CSF as guarantors/, Cadbury Schweppes and CSI as guarantors] 2 and The Law Debenture Trust Corporation p.l.c. as trustee for the holders of the Notes. The Issuer, subject to and in accordance with the Conditions and the Trust Deed, promises to pay to the bearer hereof on [each Instalment Date and] the Maturity Date or on such earlier date as this Note may become due and repayable in accordance with the Conditions and the Trust Deed, the amount payable on redemption of this Note and to pay interest (if any) on the nominal amount of this Note calculated and payable as provided in the Conditions and the Trust Deed together with any other sums payable under the Conditions and the Trust Deed.

FORM OF DEFINITIVE NOTE. [ANY UNITED STATES PERSON (AS DEFINED IN THE INTERNAL REVENUE CODE OF THE UNITED STATES) WHO HOLDS THIS OBLIGATION WILL BE SUBJECT TO LIMITATIONS UNDER THE UNITED STATES INCOME TAX LAWS, INCLUDING THE LIMITATIONS PROVIDED IN SECTIONS 165(j) AND 1287(a) OF THE INTERNAL REVENUE CODE.]1 [CADBURY SCHWEPPES PUBLIC LIMITED COMPANY (the “Issuer”) (incorporated with limited liability in England and Wales with registered number 52457)/ CADBURY SCHWEPPES FINANCE p.l.c. (the “Issuer”) (incorporated with limited liability in England and Wales with registered number 465012)/ CADBURY SCHWEPPES INVESTMENTS plc (the “Issuer”) (incorporated with limited liability in England and Wales with registered number 01135043)]2 [Unconditionally and irrevocably guaranteed by CADBURY SCHWEPPES PUBLIC LIMITED COMPANY (“Cadbury Schweppes”) (incorporated with limited liability in England and Wales with registered number 52457) CADBURY SCHWEPPES FINANCE p.l.c. (“CSF”) (incorporated with limited liability in England and Wales with registered number 465012)/ CADBURY SCHWEPPES INVESTMENTS plc (“CSI”) (incorporated with limited liability in England and Wales with registered number 01135043)]3 [Specified Currency and Nominal Amount of Tranche] NOTES DUE [Year of Maturity] This Note is one of a Series of Notes of [Specified Currency(ies) and Specified Denomination(s)] each of the Issuer (“Notes”). References herein to the Conditions shall be to the Terms and Conditions [endorsed hereon/set out in the First Schedule to the Trust Deed (as defined below) which shall be incorporated by reference herein and have effect as if set out herein] as supplemented, replaced and modified by the relevant information (appearing in the Final Terms (the “Final Terms”)) endorsed hereon but, in the event of any conflict between the provisions of the said Conditions and such information in the Final Terms, such information will prevail. Words and expressions defined in the Conditions shall bear the same meanings when used in this Note. This Note is issued subject to, and with the benefit of, the Conditions and a Trust Deed (such Trust Deed as modified and/or supplemented and/or restated from time to time, the “Trust Deed”) dated 26th May, 1999 and made 1 Include where the original maturity of the Notes is more than 365 days. 2 Delete as applicable. 3 Delete where the relevant Issuer is Cadbury Schweppes. Where the relevant Issuer is CSF or CSI, delete as appropriate. 26th May, 1999 and made between [(inter alios)] 1 alios)]1 the Issuer[, Cadbury Schweppes and CSF as guarantors/, Cadbury Schweppes and CSI as guarantors] 2 guarantors]2 and The Law Debenture Trust Corporation p.l.c. as trustee for the holders of the Notes. The Issuer, subject to and in accordance with the Conditions and the Trust Deed, promises to pay to the bearer hereof on [each Instalment Date and] the Maturity Date or on such earlier date as this Note may become due and repayable in accordance with the Conditions and the Trust Deed, the amount payable on redemption of this Note and to pay interest (if any) on the nominal amount of this Note calculated and payable as provided in the Conditions and the Trust Deed together with any other sums payable under the Conditions and the Trust Deed. This Note shall not be valid unless authenticated by JPMorgan Chase Bank, London office, as Agent.

FORM OF DEFINITIVE NOTE. [ANY UNITED STATES PERSON (AS DEFINED IN THE INTERNAL REVENUE CODE OF THE UNITED STATES) WHO HOLDS THIS OBLIGATION WILL BE SUBJECT TO LIMITATIONS UNDER THE UNITED STATES INCOME TAX LAWS, INCLUDING THE LIMITATIONS PROVIDED IN SECTIONS 165(j) AND 1287(a) OF THE INTERNAL REVENUE CODE.]1 [CADBURY SCHWEPPES PUBLIC LIMITED COMPANY (the “"Issuer”") (incorporated with limited liability in England and Wales with registered number 52457)/ CADBURY SCHWEPPES FINANCE p.l.c. (the “"Issuer”") (incorporated with limited liability in England and Wales with registered number 465012)/ CADBURY SCHWEPPES INVESTMENTS plc (the “"Issuer”") (incorporated with limited liability in England and Wales with registered number 01135043)]2 [Unconditionally and irrevocably guaranteed by CADBURY SCHWEPPES PUBLIC LIMITED COMPANY (“"Cadbury Schweppes”") (incorporated with limited liability in England and Wales with registered number 52457) CADBURY SCHWEPPES FINANCE p.l.c. (“"CSF”") (incorporated with limited liability in England and Wales with registered number 465012)/ CADBURY SCHWEPPES INVESTMENTS plc (“"CSI”") (incorporated with limited liability in England and Wales with registered number 01135043)]3 [Specified Currency and Nominal Amount of Tranche] NOTES DUE [Year of Maturity] This Note is one of a Series of Notes of [Specified Currency(ies) and Specified Denomination(s)] each of the Issuer (“"Notes”"). References herein to the Conditions shall be to the Terms and Conditions [endorsed hereon/set out in the First Schedule to the Trust Deed (as defined below) which shall be incorporated by reference herein and have effect as if set out herein] as supplemented, replaced and modified by the relevant information (appearing in the Final Terms Pricing Supplement (the “Final Terms”"Pricing Supplement")) endorsed hereon but, in the event of any conflict between the provisions of the said Conditions and such information in the Final TermsPricing Supplement, such information will prevail. Words and expressions defined in the Conditions shall bear the same meanings when used in this Note. This Note is issued subject to, and with the benefit of, the Conditions and a Trust Deed (such Trust Deed as modified and/or supplemented and/or restated from time to time, the “"Trust Deed”") dated 26th May, 1999 and made 1 Include where the original maturity of the Notes is more than 365 days. 2 Delete as applicable. 3 Delete where the relevant Issuer is Cadbury Schweppes. Where the relevant Issuer is CSF or CSI, delete as appropriate. between [(inter alios)] 1 the Issuer[, Cadbury Schweppes and CSF as guarantors/, Cadbury Schweppes and CSI as guarantors] 2 and The Law Debenture Trust Corporation p.l.c. as trustee for the holders of the Notes. The Issuer, subject to and in accordance with the Conditions and the Trust Deed, promises to pay to the bearer hereof on [each Instalment Date and] the Maturity Date or on such earlier date as this Note may become due and repayable in accordance with the Conditions and the Trust Deed, the amount payable on redemption of this Note and to pay interest (if any) on the nominal amount of this Note calculated and payable as provided in the Conditions and the Trust Deed together with any other sums payable under the Conditions and the Trust Deed.