Common use of Form of Execution and Authentication Clause in Contracts

Form of Execution and Authentication. An Officer shall sign the Notes for the Company by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2) in an unlimited amount, in each case upon receipt of a written order of the Company (an “Authentication Order”). In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or (ii) shall be registered in the name of the Depositary or its nominee. The Trustee may appoint an authenticating agent acceptable to the Company to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company or any Affiliate of the Company.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the TrusteeTrustee or Authenticating Agent. The signature of the Trustee or of the Authenticating Agent shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate authenticate, or cause the Authenticating Agent to authenticate, as applicable, (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 €450,000,000 and (iiiii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such The Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of Citivic Nominees Limited, as the nominee of the Common Depositary and (iii) shall be deposited with, or its nomineeat the direction of, the Common Depositary for the accounts of Euroclear and Clearstream. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from such Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as such Initial Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class, and no other series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent (each, an “Authenticating Agent”) reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent Authenticating Agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer. The Trustee hereby initially appoints Citibank N.A. as Authenticating Agent. Citibank N.A. hereby accepts such initial appointment and the Issuer hereby confirms that such initial appointment is acceptable to it.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 275,000,000 and (ii) subject to the Company’s compliance with Section 3.3Sections 3.3 and 3.5, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of the Company Company, which shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Sections 3.3 and 3.5 (an “Authentication Order”). In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or (ii) shall be registered in the name of the Depositary or its nominee. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes will have the right to vote or consent as a separate class on any matter. The Trustee may appoint an authenticating agent acceptable to the Company to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company or any Affiliate of the Company.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 1,500,000,000 and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of the Company (Issuer in the form of an “Authentication Order”)Officer’s Certificate, which Officer’s Certificate shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order Officer’s Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be delivered by the Trustee to the Depositary or pursuant to the Depositary’s instruction. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to among others, QIBs and purchasers in reliance on Regulation S. The Trustee may appoint an authenticating agent acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual manual, facsimile or facsimile other electronic signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 600,000,000 and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Additional Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs and purchasers in reliance on Regulation S. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Closing Date in an aggregate principal amount of $550,000,000 650,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Closing Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the TrusteeTrustee or Authenticating Agent. The signature of the Trustee or of the Authenticating Agent shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate authenticate, or cause the Authenticating Agent to authenticate, as applicable, (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 400,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such The Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from such Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as such Initial Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class, and no other series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The provisions of this section are subject to Section 2.13. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs and purchasers in reliance on Regulation S in accordance with the procedures described herein. The Trustee may appoint an authenticating agent (each, an “Authenticating Agent”) reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent Authenticating Agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and 137,571,000, (ii) pursuant to the Exchange Offer, Exchange Notes from time to time for issue only in exchange for a like principal amount of Initial Notes and (iii) subject to the Company’s compliance with Section 3.3Sections 3.3 and 3.5, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amountamount (and if issued with a Private Placement Legend, the same principal amount of Exchange Notes in exchange therefor upon consummation of an Exchange Offer for such Additional Notes), in each case upon receipt of a written order of the Company (in the form of an “Authentication Order”)Officers’ Certificate, which Officers’ Certificate shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Sections 3.3 and 3.5, together with an enforceability opinion that contains customary exceptions. In addition, each such Authentication Order Officers’ Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes, Exchange Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be delivered by the Trustee to the Depositary or pursuant to the Depositary’s instruction. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Trustee may appoint an authenticating agent acceptable to the Company to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company or any Affiliate of the Company.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 300,000,000 and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which Notes”) (which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2) in an unlimited amount, in each case upon receipt of a written order of the Company (an “Authentication Order”). In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or (ii) shall be registered in the name of the Depositary or its nominee. The Trustee may appoint an authenticating agent acceptable to the Company to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company or any Affiliate of the Company.

Form of Execution and Authentication. An Officer shall sign the Notes for each of the Company Issuers by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be entitled to any benefit under this Indenture or valid for any purpose until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 675,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of each of the Company Issuers signed by an Officer of each of the Issuers (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuers shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuers; provided that a separate CUSIP or ISIN will be issued for any Additional Notes unless the Initial Notes and such Additional Notes are treated as “fungible” for U.S. federal income tax purposes. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuers shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuers to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuers or any Affiliate of the CompanyIssuers.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the TrusteeRegistrar. The signature of the Trustee Registrar shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee Registrar shall authenticate (i) Initial the Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2) in an unlimited amount, in each case 30,000,000 upon receipt of a written order of the Company Company, (an “Authentication Order”). In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes authenticated and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or (ii) shall be registered in the name of the Common Depositary or its nominee. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes will have the right to vote or consent as a separate class on any matter. The Trustee Registrar may appoint an authenticating agent acceptable to the Company in writing to authenticate Notes. Unless limited by the terms of such appointment, an authenticating agent may authenticate Notes whenever the Trustee Registrar may do so. Each reference in this Indenture to authentication by the Trustee Registrar includes authentication by such agent. An authenticating agent has the same rights as an Agent to deal with the Company or any Affiliate of the Company.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 400,000,000 and (ii) subject to the Company’s compliance with Section 3.3Sections 3.3 and 3.5, one or more series issuances of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of the Company in the form of an Officers’ Certificate, which Officers’ Certificate shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Sections 3.3 and 3.5, together with (in the case of both Initial Notes and Additional Notes) an “Authentication Order”Opinion of Counsel stating that such Notes have been duly authorized, executed and delivered by the Company and, when duly authenticated and delivered by the Trustee in accordance with the Indenture against payment of the consideration therefor, will constitute valid and binding Obligations of the Company, enforceable against the Company in accordance with their terms (subject to customary exceptions, assumptions and qualifications); provided, that if any Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, such Additional Notes will have a separate CUSIP number and ISIN from the Initial Notes. In addition, each such Authentication Order Officers’ Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be delivered by the Trustee to the Depositary or pursuant to the Depositary’s instruction. All Notes issued under this Indenture shall vote and consent together on all matters as one class and neither the Initial Notes nor any Additional Notes will have the right to vote or consent as a separate class on any matter and any Additional Notes will have identical terms and conditions as the Initial Notes other than the issue date, and, if applicable, issue price, first Interest Payment Date and the date from which interest will accrue. The Trustee may appoint an authenticating agent acceptable to the Company to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company or any Affiliate of the Company.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial 2024 Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and 1,250,000,000, (ii) Initial 2026 Notes for original issue on the Issue Date in an aggregate principal amount of $1,500,000,000 and (iii) subject to the Company’s compliance with Section 3.3Sections 3.3 and 3.5, (x) one or more series of 2024 Notes (“Additional Notes”)(which may 2024 Notes”) for original issue after the Issue Date (such notes to be substantially in the form of Exhibit A-1 hereto) in an unlimited amount and/or (y) one or more series of 2026 Notes (“Additional 2026 Notes” and, together with the same series as any Notes previously issued hereunderAdditional 2024 Notes, or a different series), the “Additional Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A-2 hereto) in an unlimited amount, in each case case, upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Sections 3.3 and 3.5. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the series of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nominee. The Trustee may appoint an authenticating agent acceptable to the Company to authenticate 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 nominee and (iii) shall be held by the Trustee includes authentication by as Notes Custodian. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the applicable series of Initial Notes will constitute a different series of Notes from such agentseries of Initial Notes. An authenticating agent has Additional Notes that have the same rights maturity date, interest rate and optional redemption provisions as an Agent to deal with the Company or any Affiliate either series of the Company.Initial Notes will be treated as the same series as such series of the Initial Notes unless otherwise designated by the Issuer. The Initial 2024 Notes and the Initial 2026 Notes are separate series; provided that the Initial 2024 Notes, the Initial 2026 Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class, except as otherwise provided in

Form of Execution and Authentication. An Officer shall sign the Notes for each of the Company Issuers by manual manual, facsimile or facsimile electronic signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be entitled to any benefit under the Indenture or valid for any purpose until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial 2025 Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and 500,000,000, (ii) Initial 2028 Notes for original issue on the Issue Date in an aggregate principal amount of $700,000,000 and (iii) subject to the Company’s compliance with Section 3.3, (x) one or more series of 2025 Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), 2025 Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as A-1 hereto) in an unlimited amount and/or (y) one or more series of 2028 Notes (“Additional 2028 Notes”) for original issue after the Issue Date (such Notes to be substantially in the form may be modified in accordance with Section 2.2of Exhibit A-2 hereto) in an unlimited amount, in each case upon receipt of a written order of each of the Company Issuers signed by an Officer of each of the Issuers (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the series of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuers shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the related series of Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the related series of Initial Notes will constitute a different series of Notes from the related series of Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the related series of Initial Notes will be treated as the same series as the related series of Initial Notes unless otherwise designated by the Issuers. The Initial 2025 Notes and the Initial 2028 Notes are separate series. Except as otherwise provided in Section 9.2(a), (i) the Initial 2025 Notes and any Additional 2025 Notes issued under this Indenture shall vote and consent together on all matters as one class, (ii) the Initial 2028 Notes and any Additional 2028 Notes issued under this Indenture shall vote and consent together on all matters as one class and (iii) no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuers shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuers to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuers or any Affiliate of the CompanyIssuers.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and 650,000,000, (ii) pursuant to the Exchange Offer, Exchange Notes from time to time for issue only in exchange for a like principal amount of Initial Notes and (iii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amountamount (and if issued with a Private Placement Legend, the same principal amount of Exchange Notes in exchange therefor upon consummation of an Exchange Offer for such Additional Notes), in each case upon receipt of a written order of the Company (Issuer in the form of an “Authentication Order”)Officer’s Certificate, which Officer’s Certificate shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order Officer’s Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes, Exchange Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be delivered by the Trustee to the Depositary or pursuant to the Depositary’s instruction. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual manual, electronic or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. All notes shall be dated the date of their authentication. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 375.0 million and (ii) subject to the Company’s compliance with Section 3.34.09 hereof, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer in the form of an Officers’ Certificate, which Officers’ Certificate shall, in the case of any issuance pursuant to clause (an “Authentication Order”)ii) above, certify that such issuance is in compliance with Section 4.09 hereof. In addition, each such Authentication Order Officers’ Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes issued under clause (ii) of the preceding sentence and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be delivered by the Trustee to the Depositary or pursuant to the Depositary’s instruction. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes will have the right to vote or consent as a separate class on any matter; provided, however, that no additional Notes will be issued with the same CUSIP or ISIN as the Initial Notes unless the Issuer intends to treat such additional Notes and the Initial Notes as fungible for U.S. and Canadian federal income tax purposes. In authenticating Notes other than the Initial Notes, and accepting the additional responsibilities under this Indenture in relation to such Notes, the Trustee shall receive, and, subject to Section 7.01, shall be fully protected in relying upon: (a) A copy of the resolution or resolutions of the Board of Directors in or pursuant to which the terms and form of the Notes were established, certified by the Secretary or an Assistant Secretary of the Issuer to have been duly adopted by the Board of Directors and to be in full force and effect as of the date of such certificate, and if the terms and form of such Notes are established by an Officers’ Certificate pursuant to general authorization of the Board of Directors, such Officers’ Certificate; (b) an executed supplemental indenture, if any; (c) an Officers’ Certificate delivered in accordance with Section 12.04; and (d) an Opinion of Counsel delivered in accordance with Section 12.04 and which shall state: (1) that the form of such Notes has been established by a supplemental indenture or by or pursuant to a resolution of the Board of Directors in accordance with Sections 2.01 and 2.02 and in conformity with the provisions of this Indenture; (2) that the terms of such Notes have been established in accordance with Section 2.01 and in conformity with the other provisions of this Indenture; and (3) that such Notes, when authenticated and delivered by the Trustee and issued by the Issuer in the manner and subject to any conditions specified in such Opinion of Counsel, will constitute valid and legally binding obligations of the Issuer, enforceable in accordance with their terms, subject to bankruptcy, insolvency, reorganization and other laws of general applicability relating to or affecting the enforcement of creditors’ rights and to general equity principles. The Trustee may appoint an authenticating agent acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and 250,000,000, (ii) pursuant to the Exchange Offer, Exchange Notes from time to time for issue only in exchange for a like principal amount of Initial Notes and (iii) subject to the Company’s compliance with Section 3.3Sections 3.3 and 3.5, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amountamount (and if issued with a Private Placement Legend, the same principal amount of Exchange Notes in exchange therefor upon consummation of an Exchange Offer for such Additional Notes), in each case upon receipt of a written order of the Company (Issuer in the form of an “Authentication Order”)Officers’ Certificate, which Officers’ Certificate shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Sections 3.3 and 3.5, together with an enforceability opinion that contains customary exceptions. In addition, each such Authentication Order Officers’ Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes, Exchange Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be delivered by the Trustee to the Depositary or pursuant to the Depositary’s instruction. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Trustee may appoint an authenticating agent acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for each of the Company Issuers by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate authenticate, or cause the Authenticating Agent to authenticate, (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 €250,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of each of the Company Issuers signed by an Officer of each of the Issuers (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of Citivic Nominees Limited, as the nominee of the Common Depositary and (iii) shall be deposited with, or its nomineeat the direction of, the Common Depositary for the accounts of Euroclear and Clearstream. The Issuers shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuers. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. Holders of Additional Notes actually issued will share equally and ratably in the Collateral with Holders of the Initial Notes. The Issuers shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes, but not in respect of the security interest in the Collateral of the Additional Notes, which shall be secured equally and ratably with the Initial Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs and purchasers in reliance on Regulation S . The Trustee may appoint an authenticating agent (each, an “Authenticating Agent”) reasonably acceptable to the Company Issuers to authenticate 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. An authenticating agent Authenticating Agent has the same rights as an Agent to deal with the Company Issuers or any Affiliate of the CompanyIssuers. The Trustee hereby initially appoints Citibank N.A., London Branch, as Authenticating Agent. Citibank N.A., London Branch, hereby accepts such initial appointment and the Issuers hereby confirm that such initial appointment is acceptable to them.

Form of Execution and Authentication. An Officer shall will sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall will nevertheless be valid. A Note shall will not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall will be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall will authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2) in an unlimited amount, in each case 390,000,000 upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an the “Authentication Order”). In addition, each such The Authentication Order shall will specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes authenticated and the aggregate principal amount of Notes outstanding on the date of authentication, and shall will further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall will initially be in the form of one or more Global Notes, which (i) shall will represent, and shall will be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall will be registered in the name of the Depositary or its nomineenominee and (iii) will be held by the Trustee as Notes Custodian. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer. The aggregate principal amount of the Notes that may be issued under this Indenture may not exceed $390,000,000 (exclusive of Notes issued pursuant to (i) Sections 2.6, 2.7 and 2.10 or (ii) the Registration Rights Agreement); provided that nothing in this sentence shall restrict the payment of PIK Payments (or the increasing of the principal amount of the Notes in connection with the payment of PIK Payments). In addition, at any time, from time to time, the Trustee shall, upon receipt of an Authentication Order, authenticate and deliver any Exchange Notes for an aggregate principal amount specified in such Authentication Order for Exchange Notes issued hereunder. Up to 4.25% of the interest accrued on the Notes during any Interest Period will be payable, in respect of any Interest Payment Date occurring prior to the third anniversary of the Issue Date, at the election of the Issuer, by capitalizing such interest and adding it to the then outstanding principal amount of the Notes (such amount, “PIK Interest”). On any Interest Payment Date on which the Issuer pays PIK Interest with respect to a Note, the principal amount of such Note shall be increased by an amount equal to the interest payable, rounded up to the nearest $1, for the relevant Interest Period on the principal amount of such Note as of the relevant Record Date for such Interest Payment Date, to the credit of the Holders on such Record Date, pro rata in accordance with their interests or, if applicable, otherwise in accordance with the procedures of the Depositary, and an adjustment shall be made on the books and records of the Trustee (if it is then the custodian for such Note) with respect to such Note, by the Trustee or the custodian, to reflect such increase.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) the Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 1,250,000,000 and (ii) subject to the Company’s compliance with Section 3.3Sections 3.3 and 3.5, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case case, upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Sections 3.3 and 3.5. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuer. The Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class, except as otherwise provided in Section 9.2(a). Holders of Additional Notes actually issued will share equally and ratably in the Collateral with the Holders of any Notes issued prior thereto. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and 550,000,000, (ii) from time to time PIK Notes (or shall increase the principal amount of any Global Note) and (iii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes (including whether such Notes shall be PIK Notes or an increase to the principal amount of any Global Note as a result of a PIK Payment) or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes, the PIK Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 1,000,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for each of the Company Issuers by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the TrusteeTrustee or Authenticating Agent. The signature of the Trustee or Authenticating Agent shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 500,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of each of the Company Issuers signed by an Officer of each of the Issuers (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such The Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuers shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuers. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class, and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuers shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent (each, an “Authenticating Agent”) reasonably acceptable to the Company Issuers to authenticate 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. An authenticating agent Authenticating Agent has the same rights as an Agent to deal with the Company Issuers or any Affiliate of the CompanyIssuers.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 1,000,000,000 and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Additional Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs and purchasers in reliance on Regulation S. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 310,000,000, and (ii) subject to the Company’s compliance with Section 3.3Sections 3.3 and 3.5, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of the Company in the form of an Officers’ Certificate, which Officers’ Certificate shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Sections 3.3 and 3.5, together with an Opinion of Counsel stating that such Securities have been duly authorized, executed and delivered by the Company and, when duly authenticated and delivered by the Trustee, will constitute valid and legally binding obligations of the Company, enforceable in accordance with their terms (an “Authentication Order”subject to customary exceptions); provided that if such Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purpose or other securities law purposes, then such Additional Notes will have a separate CUSIP number. In addition, each such Authentication Order Officers’ Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be delivered by the Trustee to the Depositary or pursuant to the Depositary’s instruction. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes will have the right to vote or consent as a separate class on any matter. The Trustee may appoint an authenticating agent acceptable to the Company to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company or any Affiliate of the Company.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the TrusteeTrustee or Authenticating Agent. The signature of the Trustee or of the Authenticating Agent shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate authenticate, or cause the Authenticating Agent to authenticate, as applicable, (i) Initial Dollar Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and 500,000,000, (ii) Euro Notes for original issue on the Issue Date in an aggregate principal amount of €335,000,000 and (iii) subject to the Company’s compliance with Section 3.3, one or more series of Dollar Notes (“Additional Notes”)(which may be Dollar Notes”) and one or more series of Euro Notes (“Additional Euro Notes”, and together with the same series as any Notes previously issued hereunderAdditional Dollar Notes, or a different series), “Additional Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such A-1 hereto for Additional Dollar Notes and in the form may be modified in accordance with Section 2.2of Exhibit A-2 hereto for Additional Euro Notes) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such The Dollar Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Euro Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued, (ii) shall be registered in the name of Citivic Nominees Limited, as the nominee of the Common Depositary and (iii) shall be deposited with, or at the direction of, the Common Depositary for the accounts of Euroclear and Clearstream. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Dollar Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Dollar Notes will constitute a different series of Notes from such Initial Dollar Notes. Additional Euro Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Euro Notes will constitute a different series of Notes from such Initial Euro Notes. Additional Dollar Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Dollar Notes will be treated as the same series as such Initial Dollar Notes unless otherwise designated by the Issuer. Additional Euro Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Euro Notes will be treated as the same series as such Initial Euro Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), (a) the Initial Dollar Notes and any Additional Dollar Notes issued under this Indenture shall vote and consent together on all matters as one class and (b) the Initial Euro Notes and any Additional Euro Notes issued under this Indenture shall vote and consent together on all matters as one class, and no other series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent (each, an “Authenticating Agent”) reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent Authenticating Agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer. The Trustee hereby initially appoints Citibank N.A. as Authenticating Agent. Citibank N.A. hereby accepts such initial appointment and the Issuer hereby confirms that such initial appointment is acceptable to it.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual manual, electronic or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. All notes shall be dated the date of their authentication. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 [375.0] million and (ii) subject to the Company’s compliance with Section 3.34.09 hereof, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer in the form of an Officers’ Certificate, which Officers’ Certificate shall, in the case of any issuance pursuant to clause (an “Authentication Order”)ii) above, certify that such issuance is in compliance with Section 4.09 hereof. In addition, each such Authentication Order Officers’ Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes issued under clause (ii) of the preceding sentence and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nominee. The Trustee may appoint an authenticating agent acceptable to the Company to authenticate 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 nominee and (iii) shall be delivered by the Trustee includes authentication by such agentto the Depositary or pursuant to the Depositary’s instruction. An authenticating agent has All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes will have the right to vote or consent as a separate class on any matter; provided, however, that no additional Notes will be issued with the same rights CUSIP or ISIN as an Agent the Initial Notes unless the Issuer intends to deal with treat such additional Notes and the Company or any Affiliate of Initial Notes as fungible for U.S. federal income tax purposes. In authenticating Notes other than the Company.Initial Notes, and accepting the additional responsibilities under this Indenture in relation to such Notes, the Trustee shall receive, and, subject to Section 7.01, shall be fully protected in relying upon:

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 700,000,000 and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 200,000,000, and (ii) subject to the Company’s compliance with Section 3.3this Indenture and the Second Lien Collateral Documents, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with this Indenture and the Second Lien Collateral Documents. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Initial Notes and any Additional Notes shall be sold initially only to Qualified Institutional Buyers. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, Qualified Institutional Buyers and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not Qualified Institutional Buyers (“IAIs”) in accordance with Rule 501 of the Securities Act, in each case, in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for each of the Company Issuers by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be entitled to any benefit under this Indenture or valid for any purpose until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 350,000,000 and (ii) subject to the Company’s compliance with Section 3.3, one or more series of additional Notes (“Additional Notes”)(which may be of the same series as any the Initial Notes previously issued hereunder, or a different series), (“Additional Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case upon receipt of a written order of each of the Company Issuers signed by an Officer of each of the Issuers (an “Authentication Order”). In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and holders of the Initial Notes and any Additional Notes issued under this Indenture shall not have the right to vote or consent as a separate class on any matter. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuers to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuers or any Affiliate of the CompanyIssuers.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 375,000,000 and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of the Company (Issuer in the form of an “Authentication Order”)Officer’s Certificate, which Officer’s Certificate shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order Officer’s Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be delivered by the Trustee to the Depositary or pursuant to the Depositary’s instruction. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to among others, QIBs and purchasers in reliance on Regulation S. The Trustee may appoint an authenticating agent acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and 300,000,000, (ii) pursuant to the Exchange Offer, Exchange Notes from time to time for issue only in exchange for a like principal amount of Initial Notes and (iii) subject to the Company’s compliance with Section 3.3Sections 3.3 and 3.5, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amountamount (and if issued with a Private Placement Legend, the same principal amount of Exchange Notes in exchange therefor upon consummation of an Exchange Offer for such Additional Notes), in each case upon receipt of a written order of the Company (in the form of an “Authentication Order”)Officers’ Certificate, which Officers’ Certificate shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Sections 3.3 and 3.5, together with an enforceability opinion that contains customary exceptions. In addition, each such Authentication Order Officers’ Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes, Exchange Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be delivered by the Trustee to the Depositary or pursuant to the Depositary’s instruction. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Trustee may appoint an authenticating agent acceptable to the Company to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company or any Affiliate of the Company.

Form of Execution and Authentication. An Officer shall sign the Notes for each of the Company Issuers by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 750,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of each of the Company Issuers signed by an Officer of each of the Issuers (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuers shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuers. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuers shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuers to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuers or any Affiliate of the CompanyIssuers.

Form of Execution and Authentication. An Officer shall will sign the Notes for each of the Company Issuers by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall will nevertheless be valid. A Note shall will not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall will be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall will authenticate (ia) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 960,000,000 and (iib) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of each of the Company Issuers signed by an Officer of each of the Issuers (an “Authentication Order”), which Authentication Order will, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall will specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall will further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall will initially be in the form of one or more Global Notes, which (i) shall will represent, and shall will be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall will be registered in the name of the Depositary or its nomineenominee and (iii) will be held by the Trustee as Notes Custodian. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuers to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuers or any Affiliate of the CompanyIssuers.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual manual, electronic or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. All notes shall be dated the date of their authentication. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 [475.0] million and (ii) subject to the Company’s compliance with Section 3.34.09 hereof, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer in the form of an Officers’ Certificate, which Officers’ Certificate shall, in the case of any issuance pursuant to clause (an “Authentication Order”)ii) above, certify that such issuance is in compliance with Section 4.09 hereof. In addition, each such Authentication Order Officers’ Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes issued under clause (ii) of the preceding sentence and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be delivered by the Trustee to the Depositary or pursuant to the Depositary’s instruction. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes will have the right to vote or consent as a separate class on any matter; provided, however, that no additional Notes will be issued with the same CUSIP or ISIN as the Initial Notes unless the Issuer intends to treat such additional Notes and the Initial Notes as fungible for U.S. federal income tax purposes. In authenticating Notes other than the Initial Notes, and accepting the additional responsibilities under this Indenture in relation to such Notes, the Trustee shall receive, and, subject to Section 7.01, shall be fully protected in relying upon: (a) A copy of the resolution or resolutions of the Board of Directors in or pursuant to which the terms and form of the Notes were established, certified by the Secretary or an Assistant Secretary of the Issuer to have been duly adopted by the Board of Directors and to be in full force and effect as of the date of such certificate, and if the terms and form of such Notes are established by an Officers’ Certificate pursuant to general authorization of the Board of Directors, such Officers’ Certificate; (b) an executed supplemental indenture, if any; (c) an Officers’ Certificate delivered in accordance with Section 12.04; and (d) an Opinion of Counsel delivered in accordance with Section 12.04 and which shall state: (1) that the form of such Notes has been established by a supplemental indenture or by or pursuant to a resolution of the Board of Directors in accordance with Sections 2.01 and 2.02 and in conformity with the provisions of this Indenture; (2) that the terms of such Notes have been established in accordance with Section 2.01 and in conformity with the other provisions of this Indenture; and (3) that such Notes, when authenticated and delivered by the Trustee and issued by the Issuer in the manner and subject to any conditions specified in such Opinion of Counsel, will constitute valid and legally binding obligations of the Issuer, enforceable in accordance with their terms, subject to bankruptcy, insolvency, reorganization and other laws of general applicability relating to or affecting the enforcement of creditors’ rights and to general equity principles. The Trustee may appoint an authenticating agent acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall will sign the Notes for each of the Company Issuers by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall will nevertheless be valid. A Note shall will not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall will be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall will authenticate (ia) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 497,849,150 and (iib) subject to the Company’s compliance with Section 3.3, one or more series of Additional Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of each of the Company Issuers signed by an Officer of each of the Issuers (an “Authentication Order”), which Authentication Order will, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall will specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall will further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall will initially be in the form of one or more Global Notes, which (i) shall will represent, and shall will be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall will be registered in the name of the Depositary or its nomineenominee and (iii) will be held by the Trustee as Notes Custodian. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuers to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuers or any Affiliate of the CompanyIssuers.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 600,000,000 and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Additional Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs and purchasers in reliance on Regulation S. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial the Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 25,000,000 of 2027 Notes and (ii) subject to the Company’s compliance with Section 3.3, one or more series $20,000,000 of 2022 Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2) in an unlimited amount, in each case upon receipt of a written order of the Company Company, (an “Authentication Order”). In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes authenticated and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global NotesNotes for each Class, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes of such Class to be issued or (ii) shall be registered in the name of the Common Depositary or its nominee. All Notes issued under this Indenture shall vote and consent together on all matters as separate Classes, and any requirement herein with respect to a particular percentage of Holders shall require such percentage of Holders of each Class voting or consenting separately by Class. The Trustee may appoint an authenticating agent acceptable to the Company in writing to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company or any Affiliate of the Company.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 750,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for each of the Company Issuers by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 1,125,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of each of the Company Issuers signed by an Officer of each of the Issuers (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuers shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuers. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuers shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuers to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuers or any Affiliate of the CompanyIssuers.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the TrusteeTrustee or Authenticating Agent. The signature of the Trustee or Authenticating Agent shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 700,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such The Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class, and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent (each, an “Authenticating Agent”) reasonably acceptable to the Company Issuer to authenticate Notes. Unless limited by the terms of such appointment, [[5541447]] 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. An authenticating agent Authenticating Agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 500,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for each of the Company Issuers by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 425,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Additional Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case upon receipt of a written order of each of the Company Issuers signed by an Officer of each Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuers shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuers. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuers shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuers to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuers or any Affiliate of the CompanyIssuers. Solely for the purposes of disclosure pursuant to the Interest Act (Canada) and without affecting any calculation of interest required by this Indenture or the Notes, whenever any interest payable under this Indenture or the Notes is calculated using a rate based on a year of 360 days, such rate, when expressed as an annual rate, is equivalent to such rate multiplied by the number of days in the calendar year in which interest is paid divided by 360.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial the Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2) in an unlimited amount, in each case 79,500,000 upon receipt of a written order of the Company Company, (an “Authentication Order”). In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes authenticated and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or (ii) shall be registered in the name of the Common Depositary or its nominee. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes will have the right to vote or consent as a separate class on any matter. The Trustee may appoint an authenticating agent acceptable to the Company in writing to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company or any Affiliate of the Company.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial the Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2) in an unlimited amount, in each case 20,000,000 upon receipt of a written order of the Company Company, (an “Authentication Order”). In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes authenticated and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or (ii) shall be registered in the name of the Common Depositary or its nominee. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes will have the right to vote or consent as a separate class on any matter. The Trustee may appoint an authenticating agent acceptable to the Company in writing to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company or any Affiliate of the Company.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and 875,000,000, (ii) pursuant to the Exchange Offer, Exchange Notes from time to time for issue only in exchange for a like principal amount of Initial Notes and (iii) subject to the Company’s compliance with Section 3.3Sections 3.3 and 3.5, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amountamount (and if issued with a Private Placement Legend, the same principal amount of Exchange Notes in exchange therefor upon consummation of an Exchange Offer for such Additional Notes) if such Additional Notes are fungible with the Initial Notes for U.S. federal income tax purposes, in each case upon receipt of a written order of the Company (in the form of an “Authentication Order”)Officers’ Certificate, which Officers’ Certificate shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Sections 3.3 and 3.5, together with an enforceability opinion that contains customary exceptions. In addition, each such Authentication Order Officers’ Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes, Exchange Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be delivered by the Trustee to the Depositary or pursuant to the Depositary’s instruction. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes will have the right to vote or consent as a separate class on any matter. The Trustee may appoint an authenticating agent acceptable to the Company to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company or any Affiliate of the Company.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the TrusteeTrustee or Authenticating Agent. The signature of the Trustee or of the Authenticating Agent shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate authenticate, or cause the Authenticating Agent to authenticate, as applicable, (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 1,000,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such The Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from such Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as such Initial Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class, and no other series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The provisions of this section are subject to Section 2.13. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs and purchasers in reliance on Regulation S in accordance with the procedures described herein. The Trustee may appoint an authenticating agent (each, an “Authenticating Agent”) reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent Authenticating Agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall will sign the Notes for each of the Company Issuers by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall will nevertheless be valid. A Note shall will not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall will be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall will authenticate (ia) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and (iib) subject to the Company’s compliance with Section 3.3, one or more series of Additional Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of each of the Company Issuers signed by an Officer of each of the Issuers (an “Authentication Order”), which Authentication Order will, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each at any time, from time to time, the Trustee shall upon an Authentication Order authenticate and deliver PIK Interest Notes that may be validly issued under this Indenture. Each such Authentication Order shall will specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall will further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall will initially be in the form of one or more Global Notes, which (i) shall will represent, and shall will be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall will be registered in the name of the Depositary or its nomineenominee and (iii) will be held by the Notes Custodian. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuers to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuers or any Affiliate of the CompanyIssuers. The initial authenticating agent is The Huntington National Bank. Notwithstanding anything to the contrary herein, no Officer’s Certificate or Opinion of Counsel shall be required to be delivered in connection with a payment of PIK Interest (whether by an issuance of PIK Interest Notes or by an increase in Global Notes reflecting a PIK Payment).

Form of Execution and Authentication. An Officer shall will sign the Notes for each of the Company Issuers by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall will nevertheless be valid. A Note shall will not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall will be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall will (a) authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and 600,000,000, (ii) PIK Interest Notes, that may be validly issued under this Indenture, and (iii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, and (b) increase the principal amount of any Global Note as a result of a PIK Payment in the amount set forth in the PIK Notice, in each case upon receipt of a written order of each of the Company Issuers signed by an Officer of each of the Issuers (an “Authentication Order”), which Authentication Order will, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall will specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall will further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall will initially be in the form of one or more Global Notes, which (i) shall will represent, and shall will be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall will be registered in the name of the Depositary or its nomineenominee and (iii) will be held by the Trustee as Notes Custodian. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuers to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuers or any Affiliate of the CompanyIssuers.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 193,466,000.00, and (ii) subject to the Company’s compliance with Section 3.3Sections 3.03 and 3.05 hereof, one or more series of Notes (“any Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2) in an unlimited amountNotes, in each case upon receipt of a written order of the Company in the form of an Officers’ Certificate, which Officers’ Certificate shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Sections 3.03 and 3.05, together with an Opinion of Counsel stating that such securities have been duly authorized, executed and delivered by the Company and, when duly authenticated and delivered by the Trustee, will constitute valid and legally binding obligations of the Company, enforceable in accordance with their terms (an “Authentication Order”subject to customary exceptions); provided that if such Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purpose or other securities law purpose, then such Additional Notes will have a separate CUSIP number. In addition, each such Authentication Order Officers’ Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be delivered by the Trustee to the Depositary or pursuant to the Depositary’s instruction. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes will have the right to vote or consent as a separate class on any matter. The Trustee may appoint an authenticating agent acceptable to the Company to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company or any Affiliate of the Company.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and 900,000,000, (ii) from time to time PIK Notes (or shall increase the principal amount of any Global Note) and (iii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes (including whether such Notes shall be PIK Notes or an increase to the principal amount of any Global Note as a result of a PIK Payment) or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes, the PIK Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual manual, facsimile or facsimile other electronic signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) the Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 1,000,000,000 and (ii) subject to the Company’s compliance with Section 3.3Sections 3.3 and 3.5, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case case, upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Sections 3.3 and 3.5. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuer. The Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class, except as otherwise provided in Section 9.2(a). Holders of Additional Notes actually issued will share equally and ratably in the Collateral with the Holders of any Notes issued prior thereto. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall will sign the Notes for each of the Company Issuers by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall will nevertheless be valid. A Note shall will not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall will be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall will authenticate (ia) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 730,534,000 and (iib) subject to the Company’s compliance with Section 3.3, one or more series of Additional Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of each of the Company Issuers signed by an Officer of each of the Issuers (an “Authentication Order”), which Authentication Order will, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall will specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall will further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall will initially be in the form of one or more Global Notes, which (i) shall will represent, and shall will be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall will be registered in the name of the Depositary or its nomineenominee and (iii) will be held by the Trustee as Notes Custodian. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuers to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuers or any Affiliate of the CompanyIssuers.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company by manual manual, facsimile or facsimile electronic signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual manual, facsimile or electronic signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial the Notes for original issue on the applicable Issue Date in an aggregate principal amount of up to $550,000,000 and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2) in an unlimited amount, in each case 35,000,000 upon receipt of a written order of the Company Company, (an “Authentication Order”). In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes authenticated and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or (ii) shall be registered in the name of the Depositary or its nominee. The Trustee may appoint an authenticating agent acceptable to the Company in writing to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company or any Affiliate of the Company.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 1,500,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Closing Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for each of the Company Issuers by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be entitled to any benefit under this Indenture or valid for any purpose until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 400,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of each of the Company Issuers signed by an Officer of each of the Issuers (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuers shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Issuers; provided that a separate CUSIP or ISIN will be issued for any Additional Notes unless the Initial Notes and such Additional Notes are treated as “fungible” for U.S. federal income tax purposes. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuers shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company Issuers to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuers or any Affiliate of the CompanyIssuers.

Form of Execution and Authentication. An Officer of each Issuer shall sign the Notes for the Company Issuers by manual manual, electronic or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual or electronic signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. All Notes shall be dated the date of their authentication. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and 475.0 million, (ii) Additional Initial Notes for original issue on the Issue Date in an aggregate principal amount of $525.0 million and (iii) subject to the Company’s compliance with Section 3.34.09 and Section 4.12 hereof, one or more series of Additional Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amountamount pursuant to the resolutions of the Board of Directors of each of the Issuers and an Officer’s Certificate establishing the terms and forms of such Notes pursuant to authorization of the Board of Directors or an indenture supplementing this Indenture, in each case upon receipt of a written order of the Company Issuers in the form of an Officer’s Certificate, which Officer’s Certificate shall, in the case of any issuance pursuant to clause (an “Authentication Order”)iii) above, certify that such issuance is in compliance with Section 4.09 and Section 4.12 hereof. In addition, each such Authentication Order Officer’s Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes, Additional Initial Notes or Additional Notes issued under clause (iii) of the preceding sentence and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be delivered by the Trustee to the Depositary or pursuant to the Depositary’s instruction. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes will have the right to vote or consent as a separate class on any matter. In authenticating Notes other than the Initial Notes and the Additional Initial Notes, and accepting the additional responsibilities under this Indenture in relation to such Notes, the Trustee shall receive and shall be fully protected in relying upon: (i) A copy of the resolution or resolutions of the Board of Directors of each of the Issuers in or pursuant to which the terms and form of the Notes were established, certified by the Secretary or an Assistant Secretary of each of the Issuers to have been duly adopted by the Board of Directors of such Issuer and to be in full force and effect as of the date of such certificate, and an Officer’s Certificate setting forth the terms and forms of such Notes pursuant to general authorization of the Board of Directors or (ii) and executed supplemental indenture, if any; (b) an Officer’s Certificate delivered in accordance with Section 11.04 hereof; and (c) an Opinion of Counsel which shall state: (1) that the form of such Notes has been established by a supplemental indenture or by or pursuant to a resolution of the Board of Directors and an Officer’s Certificate in accordance with Sections 2.01 and 2.02 of this Indenture and in conformity with the other provisions of this Indenture; (2) that the terms of such Notes have been established in accordance with Section 2.01 of this Indenture and in conformity with the other provisions of this Indenture; (3) that such Notes, when authenticated and delivered by the Trustee and issued by the Issuers in the manner and subject to any conditions specified in such Opinion of Counsel, will constitute valid and legally binding obligations of the Issuers, enforceable in accordance with their terms, subject to bankruptcy, insolvency, reorganization and other laws of general applicability relating to or affecting the enforcement of creditors’ rights and to general equity principles; and (4) that all laws and requirements in respect of the execution and delivery by the Issuers of such Notes have been complied with. The Trustee may appoint an authenticating agent acceptable to the Company Issuers to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuers or any Affiliate of the CompanyIssuers.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual manual, electronic or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. All notes shall be dated the date of their authentication. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 354,583,000 and (ii) subject to the Company’s compliance with Section 3.34.09 hereof, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2A) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer in the form of an Officers’ Certificate, which Officers’ Certificate shall, in the case of any issuance pursuant to clause (an “Authentication Order”)ii) above, certify that such issuance is in compliance with Section 4.09 hereof. In addition, each such Authentication Order Officers’ Certificate shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes issued under clause (ii) of the preceding sentence and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive NotesNotes and shall direct the Trustee to authenticate such Notes in accordance with the terms of this Indenture. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be delivered by the Trustee to the Depositary or pursuant to the Depositary’s instruction. All Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes will have the right to vote or consent as a separate class on any matter; provided, however, that no additional Notes will be issued with the same CUSIP or ISIN as the Initial Notes unless the Issuer intends to treat such additional Notes and the Initial Notes as fungible for U.S. federal income tax purposes. In authenticating Notes other than the Initial Notes, the Trustee shall receive, and, subject to Section 7.01, shall be fully protected in relying upon: (a) an executed supplemental indenture, if any; (b) an Officers’ Certificate delivered in accordance with Section 12.04; and (c) an Opinion of Counsel delivered in accordance with Section 12.04 and which shall state: (1) that the form of such Notes has been established by a supplemental indenture or by or pursuant to a resolution of the Board of Directors in accordance with Sections 2.01 and 2.02 and in conformity with the provisions of this Indenture; (2) that the terms of such Notes have been established in accordance with Section 2.01 and in conformity with the other provisions of this Indenture; and (3) that such Notes, when authenticated and delivered by the Trustee and issued by the Issuer in the manner and subject to any conditions specified in such Opinion of Counsel, will constitute valid and legally binding obligations of the Issuer, enforceable in accordance with their terms, subject to bankruptcy, insolvency, reorganization and other laws of general applicability relating to or affecting the enforcement of creditors’ rights and to general equity principles. The Trustee may appoint an authenticating agent acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the TrusteeTrustee or Authenticating Agent. The signature of the Trustee or of the Authenticating Agent shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate authenticate, or cause the Authenticating Agent to authenticate, as applicable, (i) Initial Dollar Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 and 500,000,000, (ii) Euro Notes for original issue on the Issue Date in an aggregate principal amount of €335,000,000 and (iii) subject to the Company’s compliance with Section 3.3, one or more series of Dollar Notes (“Additional Notes”)(which may be Dollar Notes”) and one or more series of Euro Notes (“Additional Euro Notes”, and together with the same series as any Notes previously issued hereunderAdditional Dollar Notes, or a different series), “Additional Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such A-1 hereto for Additional Dollar Notes and in the form may be modified in accordance with Section 2.2of Exhibit A‑2 hereto for Additional Euro Notes) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such The Dollar Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Euro Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued, (ii) shall be registered in the name of Citivic Nominees Limited, as the nominee of the Common Depositary and (iii) shall be deposited with, or at the direction of, the Common Depositary for the accounts of Euroclear and Clearstream. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Dollar Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Dollar Notes will constitute a different series of Notes from such Initial Dollar Notes. Additional Euro Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Euro Notes will constitute a different series of Notes from such Initial Euro Notes. Additional Dollar Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Dollar Notes will be treated as the same series as such Initial Dollar Notes unless otherwise designated by the Issuer. Additional Euro Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Euro Notes will be treated as the same series as such Initial Euro Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), (a) the Initial Dollar Notes and any Additional Dollar Notes issued under this Indenture shall vote and consent together on all matters as one class and (b) the Initial Euro Notes and any Additional Euro Notes issued under this Indenture shall vote and consent together on all matters as one class, and no other series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent (each, an “Authenticating Agent”) reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent Authenticating Agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer. The Trustee hereby initially appoints Citibank N.A. as Authenticating Agent. Citibank N.A. hereby accepts such initial appointment and the Issuer hereby confirms that such initial appointment is acceptable to it.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the TrusteeTrustee or Authenticating Agent. The signature of the Trustee or of the Authenticating Agent shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate authenticate, or cause the Authenticating Agent to authenticate, as applicable, (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 500,000,000, and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer signed by an Officer of the Issuer (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such The Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Issuer shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from such Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as such Initial Notes unless otherwise designated by the Issuer. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class, and no other series of Notes shall have the right to vote or consent as a separate class on any matter. The Issuer shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The provisions of this section are subject to Section 2.13. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs and purchasers in reliance on Regulation S in accordance with the procedures described herein. The Trustee may appoint an authenticating agent (each, an “Authenticating Agent”) reasonably acceptable to the Company Issuer to authenticate 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. An authenticating agent Authenticating Agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 990,000,000 and (ii) subject to the Company’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), Notes”) for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2hereto) in an unlimited amount, in each case upon receipt of a written order of the Company signed by an Officer of the Company (an “Authentication Order”), which Authentication Order shall, in the case of any issuance of Additional Notes, certify that such issuance is in compliance with Section 3.3. In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or issued, (ii) shall be registered in the name of the Depositary or its nomineenominee and (iii) shall be held by the Trustee as Notes Custodian. The Company shall have the right to designate the maturity date, interest rate and optional redemption provisions applicable to each series of Additional Notes, which may differ from the maturity date, interest rate and optional redemption provisions applicable to the Initial Notes. Additional Notes that differ with respect to maturity date, interest rate or optional redemption provisions from the Initial Notes will constitute a different series of Notes from the Initial Notes. Additional Notes that have the same maturity date, interest rate and optional redemption provisions as the Initial Notes will be treated as the same series as the Initial Notes unless otherwise designated by the Company. Except as otherwise provided in Section 9.2(a), the Initial Notes and any Additional Notes issued under this Indenture shall vote and consent together on all matters as one class and no series of Notes shall have the right to vote or consent as a separate class on any matter. The Company shall also have, subject to the provisions of Section 9.2(a), the right to vary the application of the provisions of this Indenture to any series of Additional Notes. The Initial Notes and any Additional Notes shall be resold initially only to (A) QIBs and (B) Persons other than U.S. Persons (as defined in Regulation S) in reliance on Regulation S. Such Initial Notes and Additional Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S and institutional “accredited investors” (as defined in Rules 501(a)(1), (2), (3) and (7) under the Securities Act) who are not QIBs (“IAIs”) in accordance with Rule 501 of the Securities Act in accordance with the procedures described herein. The Trustee may appoint an authenticating agent reasonably acceptable to the Company to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company or any Affiliate of the Company.

Form of Execution and Authentication. An Officer shall sign the Notes for the Company Issuer by manual or facsimile signature. If an Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be valid. A Note shall not be valid until authenticated by the manual signature of the Trustee. The signature of the Trustee shall be conclusive evidence that the Note has been authenticated under this Indenture. The Trustee shall authenticate (i) Initial Notes for original issue on the Issue Date in an aggregate principal amount of $550,000,000 300,000,000 and (ii) subject to the CompanyIssuer’s compliance with Section 3.3, one or more series of Notes (“Additional Notes”)(which may be of the same series as any Notes previously issued hereunder, or a different series), for original issue after the Issue Date (such Notes to be substantially in the form of Exhibit A as such form may be modified in accordance with Section 2.2) in an unlimited amount, in each case upon receipt of a written order of the Company Issuer (an “Authentication Order”). In addition, each such Authentication Order shall specify the amount of Notes to be authenticated, the date on which the Notes are to be authenticated, whether the securities are to be Initial Notes or Additional Notes and the aggregate principal amount of Notes outstanding on the date of authentication, and shall further specify the amount of such Notes to be issued as Global Notes or Definitive Notes. Such Notes shall initially be in the form of one or more Global Notes, which (i) shall represent, and shall be denominated in an amount equal to the aggregate principal amount of, the Notes to be issued or (ii) shall be registered in the name of the Depositary or its nominee. The Trustee may appoint an authenticating agent acceptable to the Company Issuer to authenticate 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. An authenticating agent has the same rights as an Agent to deal with the Company Issuer or any Affiliate of the CompanyIssuer.