Common use of Indenture Clause in Contracts

Indenture. The Company issued the Securities under an Indenture dated as of February 12, 2015 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders are referred to the Indenture for a statement of those terms. The Securities are unsecured and unsubordinated obligations of the Company unlimited in principal amount. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company and the Subsidiaries to, among other things, create or incur Liens and enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entity. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereof.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12September 29, 2015 2010 (the “Indenture”), among the CompanyIssuers, Cencosud Retail S.A., as guarantor (the “Guarantor”) Note Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. To the extent any provision of this Security conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Securities are unsecured and unsubordinated senior secured obligations of the Company unlimited in principal amountIssuers. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Securities include such Additional the Initial Securities and any Exchange Securities issued in exchange for Initial Securities pursuant to the Original Indenture. The Initial Securities in an aggregate principle amount and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company Issuers and the their Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Issuers and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of the Issuers and each of the Company and the Note Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal principal, premium, if any, and interest interest, on the Securities and all other amounts payable by the Company Issuers under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has terms of the Securities and the Indenture, the Note Guarantors have, jointly and severally, irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither secured basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12June 27, 2015 1997 (as such may be amended from time to time, the “"Indenture”"), among the Company, Cencosud Retail S.A.the corporations acting as guarantors and named therein (the "Guarantors") and Texas Commerce Bank National Association, as guarantor trustee (the “Guarantor”) "Trustee," which term includes any successor trustee under the TrusteeIndenture), as Trusteeto which Indenture reference is hereby made for a statement of the respective rights, Registrar, Paying Agent duties and Transfer Agentimmunities thereunder of the Company, the Luxembourg Paying Agent Guarantors, the Trustee and each Holder of the Securities and the Luxembourg Transfer Agentterms upon which the Securities are, and are to be, authenticated and delivered. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Section Section 77aaa-77bbbb) as in effect on the date of the Indenture (the "Act"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders are referred to the Indenture and the Act for a statement of those terms. The Securities are unsecured and unsubordinated obligations limited to $175,000,000 aggregate principal amount at Stated Maturity at any one time outstanding (subject to Section 2.08 of the Company unlimited in principal amountIndenture). [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability incurrence of additional Indebtedness by the Company and its Subsidiaries; the payment of dividends on, and redemption of, Capital Stock of the Company and its Subsidiaries and the redemption of Subordinated Indebtedness of the Company and its Subsidiaries; Investments; sales of assets and Subsidiary Capital Stock; certain transactions with Affiliates of the Company and the Subsidiaries to, among other things, create or incur Liens and enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability of each right of the Company and the Guarantor its Subsidiaries to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entity. To guarantee the due and punctual payment engage in unrelated lines of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofbusiness.

Indenture. The Company issued the Securities under an Indenture dated as of February 12July 29, 2015 2009 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. To the extent any provision of this Security conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Securities are unsecured and unsubordinated senior secured obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Securities include such Additional the Initial Securities and any Exchange Securities issued in exchange for Initial Securities pursuant to the Original Indenture. The Initial Securities in an aggregate principle amount and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake asset sales. The Indenture also imposes limitations on the ability of each of the Company and the each Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest interest, on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither secured basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12August 9, 2015 2016 (the “Indenture”), among the CompanyIssuers, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent. From the date on which the Indenture is qualified under the TIA, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture and the TIA, and the Holders are referred to the Indenture for a statement of those termssuch terms and provisions. To the extent any provision of this Security conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuers. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Exchange Securities referred to in the Indenture. The Securities include such Additional the Initial Securities and any Exchange Securities issued in exchange for Initial Securities pursuant to the Original Registration Rights Agreement and the Indenture. The Initial Securities in an aggregate principle amount and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued Securities under the Indenture.] The . On and after the Issue Date, the Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake asset sales. The Indenture also imposes limitations on the ability of each of the Company and the each Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company Issuers under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12June 27, 2015 1997 (as such may be amended from time to time, the “"Indenture”"), among the Company, Cencosud Retail S.A.the corporations acting as guarantors and named therein (the "Guarantors") and the Texas Commerce Bank National Association, as guarantor trustee (the “Guarantor”) "Trustee", which term includes any successor trustee under the TrusteeIndenture), as Trusteeto which 110 Indenture reference is hereby made for a statement of the respective rights, Registrar, Paying Agent duties and Transfer Agentimmunities thereunder of the Company, the Luxembourg Paying Agent Guarantors, the Trustee and each Holder of the Securities and the Luxembourg Transfer Agentterms upon which the Securities are, and are to be, authenticated and delivered. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Section Section 77aaa-77bbbb) as in effect on the date of the Indenture (the "Act"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders are referred to the Indenture and the Act for a statement of those terms. The Securities are unsecured and unsubordinated obligations limited to $175,000,000 aggregate principal amount at Stated Maturity at any one time outstanding (subject to Section 2.08 of the Company unlimited in principal amountIndenture). [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability incurrence of additional Indebtedness by the Company and its Subsidiaries; the payment of dividends on, and redemption of, Capital Stock of the Company and its Subsidiaries and the redemption of Subordinated Indebtedness of the Company and its Subsidiaries; Investments; sales of assets and Subsidiary Capital Stock; certain transactions with Affiliates of the Company and the Subsidiaries to, among other things, create or incur Liens and enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability of each right of the Company and the Guarantor its Subsidiaries to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entity. To guarantee the due and punctual payment engage in unrelated lines of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofbusiness.

Indenture. The Company issued the Securities Notes under an Indenture dated as of February 12March 15, 2015 2006 (the “Base Indenture”), as amended and supplemented by the First Supplemental Indenture dated as of March 15, 2006 (the “First Supplemental Indenture”, as amended and supplemented by the First Supplemental Indenture, being referred to herein as the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities Notes include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ▇▇.▇▇. 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities Notes are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities Notes are senior subordinated unsecured and unsubordinated obligations of the Company unlimited in limited initially to $400,000,000 aggregate principal amount. [This Security is one , which amount may be increased at the option of the Original Company if it determines to reopen the Series of Securities referred of which this Note is a part and sell additional Securities (subject to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one Section 2.01 of the Additional Securities referred to in the First Supplemental Indenture). The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, create or make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Liens and Indebtedness, enter into Sale consensual restrictions upon the payment of certain dividends and Leaseback Transactionsdistributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make Asset Dispositions. The Indenture also imposes limitations on the ability of each of the Company and the each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest interest, if any, on the Securities Notes and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Notes and the Indenture, the Subsidiary Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12July 14, 2015 2000, (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantor and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. (S)(S) 77aaa-77bbbb) as in effect on the date of the Indenture (the ------ "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders Securityholders are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior subordinated unsecured and unsubordinated obligations of the Company unlimited in limited to $450,000,000 aggregate principal amountamount at any one time outstanding (subject to Sections 2.01 and 2.08 of the Indenture). [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Securities include such Additional the Initial Securities and any Exchange Securities and Private Exchange Securities issued in exchange for Initial Securities. The Initial Securities, the Exchange Securities and the Original Private Exchange Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, create or incur Liens make certain Investments and other Restricted Payments, pay dividends and other distributions, Incur Indebtedness, enter into Sale consensual restrictions upon the payment of certain dividends and Leaseback Transactionsdistributions by Restricted Subsidiaries, enter into or permit certain transactions with Affiliates Asset Dispositions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer its assets lease all or substantially as an entityall of the property of the Company. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether , by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors jointly and severally, unconditionally guaranteed guarantee the Guaranteed Obligations on a senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12March 4, 2015 2004 (as it may be amended or supplemented from time to time in accordance with the “terms thereof, the "Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the Act for a statement of those terms. The Securities are general unsecured and unsubordinated senior subordinated obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Exchange Securities referred to in the Indenture. The Securities include such the Initial Securities issued on the Issue Date, any Additional Securities issued in accordance with Section 2.16 of the Indenture and the Exchange Securities. The Initial Securities, Additional Securities and the Original Exchange Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on, among other things: the Incurrence of Indebtedness by the Company and its Restricted Subsidiaries, the payment of dividends and other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the Incurrence of Liens by the Company or its Restricted Subsidiaries, the sale or transfer of assets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the business activities and investments of the Company and its Restricted Subsidiaries, and transactions with Affiliates. In addition, the Indenture limits the ability of the Company and the its Restricted Subsidiaries to, among other things, create or incur Liens to restrict distributions and enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entitydividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal principal, premium, if any, and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors have unconditionally guaranteed (and future Subsidiary Guarantors, together with the Guaranteed Obligations Subsidiary Guarantors, will unconditionally guarantee), jointly and severally, such obligations on a senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12August 29, 2015 2003 (the “"Indenture”"), among Dex Media West LLC (an entity merged with and into the Company as of the Acquisition Date (as defined in the Indenture)), Dex Media West Finance and the Trustee and, as of the Acquisition Date, the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuers. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.[Original] [This Security is one of the Additional Additional] Securities referred to in the Indenture. The Securities include such the Original Securities, the Additional Securities and any Exchange Securities issued in exchange for Initial Securities pursuant to the Indenture. The Original Securities, the Additional Securities in an aggregate principle amount and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake asset sales. The Indenture also imposes limitations on the ability of the Issuers and each of the Company and the Subsidiary Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal principal, interest and interest additional interest, if any, on the Securities and all other amounts payable by the Company Issuers under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12May 31, 2015 2016 (the “Indenture”), among the CompanyIssuers, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent. From the date on which the Indenture is qualified under the TIA, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture and the TIA, and the Holders are referred to the Indenture for a statement of those termssuch terms and provisions. To the extent any provision of this Security conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuers. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Exchange Securities referred to in the Indenture. The Securities include such Additional the Initial Securities and any Exchange Securities issued in exchange for Initial Securities pursuant to the Original Registration Rights Agreement and the Indenture. The Initial Securities in an aggregate principle amount and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued Securities under the Indenture.] The . On and after the Issue Date, the Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake asset sales. The Indenture also imposes limitations on the ability of each of the Company and the each Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company Issuers under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12May 31, 2015 2016 (the “Indenture”), among the CompanyIssuers, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent. From the date on which the Indenture is qualified under the TIA, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture and the TIA, and the Holders are referred to the Indenture for a statement of those termssuch terms and provisions. To the extent any provision of this Security conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuers. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional the Initial Securities and any Exchange Securities issued in exchange for Initial Securities pursuant to the Original Registration Rights Agreement and the Indenture. The Initial Securities in an aggregate principle amount and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued Securities under the Indenture.] The . On and after the Issue Date, the Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake asset sales. The Indenture also imposes limitations on the ability of each of the Company and the each Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company Issuers under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 1216, 2015 2006 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior subordinated unsecured and unsubordinated obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Exchange Securities referred to in the Indenture. The Securities include such the Initial Securities, any Additional Securities and any Exchange Securities issued in exchange for the Original Initial Securities in an aggregate principle amount or any Additional Securities pursuant to the Indenture. The Initial Securities, any Additional Securities and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the each Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 1216, 2015 2006 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those terms. such terms and provisions The Securities are senior subordinated unsecured and unsubordinated obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Securities include such the Initial Securities, any Additional Securities and any Exchange Securities issued in exchange for the Original Initial Securities in an aggregate principle amount or any Additional Securities pursuant to the Indenture. The Initial Securities, any Additional Securities and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the each Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12September 29, 2015 2010 (the “Indenture”), among the CompanyIssuers, Cencosud Retail S.A., as guarantor (the “Guarantor”) Note Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. To the extent any provision of this Security conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Securities are unsecured and unsubordinated senior secured obligations of the Company unlimited in principal amountIssuers. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Exchange Securities referred to in the Indenture. The Securities include such the Initial Securities, the Additional Securities and any Exchange Securities issued in exchange for the Original Initial Securities in an aggregate principle amount pursuant to the Indenture. The Initial Securities and Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company Issuers and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Issuers and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of the Issuers and each of the Company and the Note Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal principal, premium, if any, and interest on the Securities and all other amounts payable by the Company Issuers under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has terms of the Securities and the Indenture, the Note Guarantors have, jointly and severally, irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither secured basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12March 4, 2015 2004 (as it may be amended or supplemented from time to time in accordance with the “terms thereof, the "Indenture”"), among between the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Company and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the Act for a statement of those terms. The Securities are general unsecured and unsubordinated senior obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Securities include such the Initial Securities issued on the Issue Date, any Additional Securities issued in accordance with Section 2.16 of the Indenture and the Exchange Securities. The Initial Securities, Additional Securities and the Original Exchange Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on, among other things: the Incurrence of Indebtedness by the Company and its Restricted Subsidiaries, the payment of dividends and other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the Incurrence of Liens by the Company or its Restricted Subsidiaries, the sale or transfer of assets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the business activities and investments of the Company and its Restricted Subsidiaries, and transactions with Affiliates. In addition, the Indenture limits the ability of the Company and the its Restricted Subsidiaries to, among other things, create or incur Liens to restrict distributions and enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entity. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofdividends from Restricted Subsidiaries.

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12June 29, 2015 2007 (the “Indenture”), among the CompanyIssuer, Cencosud Retail S.A.the Initial Senior Note Guarantors, as guarantor (the “Guarantor”) the Trustee, as Trusteethe Security Agent, Registrarthe Principal Paying Agent, Paying Agent and the Transfer Agent, the Luxembourg Registrar and the Paying Agent and the Luxembourg Transfer Agentin Dublin. The terms of the Securities include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture for a statement of those termssuch terms and provisions. The Securities are unsecured and unsubordinated senior obligations of the Company unlimited in principal amountIssuer. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]Indenture. The Securities include the Original Securities and any Additional Securities. The Original Securities that may be issued and any Additional Securities are treated as a single class of securities under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company Issuer, Holdings I and the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, impair the security, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company Issuer and the Guarantor Senior Note Guarantors to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. The Indenture also imposes limitations on the ability of the Issuer to undertake certain activities. To guarantee the due and punctual payment extent any provision of the principal and interest on Securities conflict with the Securities and all other amounts payable by express provisions of the Company under Indenture, the provisions of the Indenture shall govern and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofcontrolling.

Indenture. The Company issued the Securities under an Indenture dated as of February 12May 5, 2015 1998 (the “"Indenture”"), among between the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Company and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited limited to $300,000,000 million aggregate principal amount at any one time outstanding, of which $200,000,000 in aggregate principal amountamount will be initially issued on the Closing Date. [Subject to the conditions set forth in the Indenture, the Company may issue up to an additional $100,000,000 million aggregate principal amount of Additional Securities. This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Securities include such the Original Securities, the Additional Securities and any Exchange Securities and Private Exchange Securities issued in exchange for the Initial Securities pursuant to the Indenture. The Original Securities, the Additional Securities, the Exchange Securities in an aggregate principle amount and the Private Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, incur Indebtedness and issue Disqualified Stock, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback TransactionsLiens, make asset sales, guarantee Indebtedness, or incur Indebtedness that is senior to Senior Subordinated Indebtedness but junior to Senior Indebtedness. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer its assets lease all or substantially as an entity. To guarantee the due and punctual payment all of the principal and interest on property of the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofCompany.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12January 26, 2015 2011 (the “Base Indenture”), among the CompanyIssuers, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantors and the Trustee, as Trusteesupplemented by the First Supplemental Indenture dated as of February 10, Registrar2011 (the “First Supplemental Indenture”), Paying Agent and Transfer Agentamong the Issuers, the Luxembourg Paying Agent Guarantors and the Luxembourg Transfer AgentTrustee (the Base Indenture, as so supplemented by the First Supplemental Indenture, the “Indenture”). The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are unsecured and unsubordinated second priority senior secured obligations of the Company unlimited in principal amountIssuers. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Securities include such the Original Securities, any Additional Securities and any Exchange Securities issued in exchange for the Original Securities in an aggregate principle amount or any Additional Securities pursuant to the Indenture. The Original Securities, any Additional Securities and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of the Issuers and each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company Issuers under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a second priority senior unsecured basis. Neither secured basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12November 5, 2015 1999 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors named therein and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Section Section 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Securities are senior unsecured and unsubordinated obligations of the Company with an unlimited in aggregate principal amountamount at any one time outstanding (subject to Sections 2.01 and 2.08 of the Indenture). [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]$275,000,000. The Securities include the Original Securities and Securities, any Additional additional Initial Securities that may be issued under the Indenture and any Exchange Securities issued in exchange for Initial Securities. The Original Securities, any such additional Initial Securities and the Exchange Securities are treated as a single class of securities under the Indenture.] [This Security is one of the Additional additional Initial Securities referred to in that may be issued under the Indenture. The Securities include such Additional Securities and additional Securities, the Original Securities in an aggregate principle principal amount of U.S.$[ ] $275,000,000 previously issued under the Indenture and any Exchange Securities issued in exchange for Initial Securities. The additional Initial Securities, the Original Securities and the Exchange Securities are treated as a single class of securities under the Indenture.] ]. The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, create or make certain Restricted Payments, pay dividends and other distributions, incur Liens and Indebtedness, enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entity. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including consensual restrictions upon the payment of Additional Amounts) when certain dividends and as the same shall be due and payabledistributions by such Restricted Subsidiaries, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee issue or any releasesell shares of capital stock of such Restricted Subsidiaries, termination or discharge thereof.enter into

Indenture. The Company issued the Securities under an Indenture dated as of February 12October __, 2015 1996 (the “"Indenture”"), among between the Company, Cencosud Retail S.A., as guarantor United States Can Company (the “"Guarantor”") and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Section Section 77aaa-77bbbb) as in effect on the date of the Indenture (the "Act"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders are referred to the Indenture and the Act for a statement of those terms. The Securities are general unsecured and unsubordinated obligations of the Company unlimited in limited to $275,000,000 aggregate principal amountamount (subject to Section 2.07 of the Indenture). [This Security is one of 10-1/8% Series B Senior Subordinated Notes due 2006 (the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities "Exchange Notes") referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously 10-1/8% Senior Subordinated Notes due 2006 originally issued under the Indenture (the "Initial Notes") and any Exchange Notes issued in exchange for the Initial Notes. The Initial Notes and the Exchange Notes are treated as a single class of securities under the Indenture.] . The Indenture imposes certain limitations on the Company and the Restricted Subsidiaries, including the Incurrence of additional Indebtedness, payment of dividends or other distributions with respect to Capital Stock of the Company, sale of assets of the Company or its Restricted Subsidiaries, or restrictions on the ability of any Restricted Subsidiary to pay dividends or make any other distributions in respect of its Capital Stock. In addition, the Indenture contains certain covenants that, among other things, limit the ability of the Company and its Subsidiary Guarantors to Incur Indebtedness which is senior to or ranks pari passu with the Subsidiaries toSecurities or the Subsidiary Guaranties, among other thingsas the case may be, create certain Liens, or incur Liens and enter into Sale certain mergers and Leaseback Transactionsconsolidations. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entity. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and is unconditionally guaranteed the Guaranteed Obligations on a senior subordinated and unsecured basis. Neither basis by the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofSubsidiary Guarantors.

Indenture. The Company issued the Securities under an Indenture dated as of February 12September 20, 2015 2006 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Company and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those terms. such terms and provisions The Securities are unsecured and unsubordinated second priority senior secured obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities Fixed Rate Notes, any Additional Fixed Rate Notes and any Exchange Fixed Rate Notes issued in an aggregate principle amount exchange for the Original Fixed Rate Notes or any Additional Fixed Rate Notes pursuant to the Indenture. The Original Fixed Rate Notes, any Additional Fixed Rate Notes and any Exchange Fixed Rate Notes are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the each Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a second priority senior unsecured basis. Neither secured basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12November 1, 2015 1996 (as it may be amended or supplemented from time to time in accordance with the “terms thereof, the "Indenture”"), among the Company, Cencosud Retail S.A., as guarantor the Subsidiary Guarantors named therein (the “Guarantor”"Subsidiary Guarantors") and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the Act for a statement of those terms. The Securities are general unsecured and unsubordinated senior subordinated obligations of the Company unlimited in limited to $400.0 million aggregate principal amountamount (subject to Section 2.7 of the Indenture). [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities Initial Notes referred to in the Indenture. The Securities include such Additional Securities the Initial Notes and any Exchange Notes issued in exchange for the Initial Notes pursuant to the Indenture and the Original Securities in an aggregate principle amount Registration Rights Agreement. The Initial Notes and the Exchange Notes are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Company and its Restricted Subsidiaries, the payment of dividends and other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the investments of the Company and its Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of the Company and the its Restricted Subsidiaries to, among other things, create or incur Liens to restrict distributions and enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entitydividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal and interest interest, if any, on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors have, jointly 100 5 and severally, unconditionally guaranteed the Guaranteed Obligations such obligations on a senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12March 13, 2015 1998 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture and not defined herein have by reference to the meanings ascribed thereto Trust Indenture Act of 1939 (15 U.S.C. ▇▇.▇▇. 77aaa-77bbbb) as in effect on the Indenturedate of the Indenture (the "TIA"). The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Securities are senior subordinated unsecured and unsubordinated obligations of the Company unlimited limited to $275,000,000 aggregate principal amount at any one time outstanding (subject to Sections 2.01 and 2.08 of the Indenture), of which $125,000,000 in aggregate principal amountamount shall be initially issued on the Closing Date. [Subject to the conditions set forth in the Indenture, the Company may issue up to an additional $150,000,000 aggregate principal amount of Additional Securities. This Security is one of the [Original Securities Securities] [Additional Securities] referred to in the Indenture issued in an aggregate principal amount of U.S.$$[ ]. The Securities include the Original Securities, the Additional Securities and any Additional Exchange Securities that may be and Private Exchange Securities issued under in exchange for the Indenture.] [This Security is one of the Additional Initial Securities referred pursuant to in the Indenture. The Securities include such Original Securities, the Additional Securities, the Exchange Securities and the Original Private Exchange Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer its assets lease all or substantially as an entityall of the property of the Company. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12January 19, 2015 2011 (the “Indenture”), among between the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Issuer and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of those terms. The Securities are unsubordinated unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuer. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]$305,000,000. The Securities include the Original Securities Securities, any Additional Securities, and any Exchange Securities issued in exchange for Original or Additional Securities that may be issued under the Indenture.] Securities]. [This Security is one of the Additional Securities referred issued in addition to the Original Securities and Exchange Securities issued in exchange therefor in an aggregate principal amount of $305,000,000 previously issued under the Indenture. The Original Securities, the Exchange Securities include such issued in exchange for the Original Securities, the Additional Securities and any Exchange Securities issued in exchange for the Original Additional Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] The Indenture imposes certain limitations on the ability of the Company Issuer and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company Issuer and the Guarantor its Restricted Subsidiaries to consolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or transfer its assets otherwise dispose of all or substantially as an entity. To guarantee the due and punctual payment all of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment Property of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofsuch entities.

Indenture. The Company issued the Securities under an Indenture dated as of February 12December 18, 2015 2008 (the “Indenture”), ) among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Note Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in aggregate principal amountamount at any one time outstanding, subject to the conditions and in compliance with the covenants set forth in the Indenture. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]Indenture. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred pursuant to in the Indenture. The Securities include such Additional Original Securities and the Original Additional Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Parent, the Company and the Parent’s Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Parent, the Company and the each Note Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest interest, if any, on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Note Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12March 4, 2015 2004 (as it may be amended or supplemented from time to time in accordance with the “terms thereof, the "Indenture”"), among between the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Company and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the Act for a statement of those terms. The Securities are general unsecured and unsubordinated senior obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Exchange Securities referred to in the Indenture. The Securities include such the Initial Securities issued on the Issue Date, any Additional Securities issued in accordance with Section 2.16 of the Indenture and the Exchange Securities. The Initial Securities, Additional Securities and the Original Exchange Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on, among other things: the Incurrence of Indebtedness by the Company and its Restricted Subsidiaries, the payment of dividends and other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the Incurrence of Liens by the Company or its Restricted Subsidiaries, the sale or transfer of assets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the business activities and investments of the Company and its Restricted Subsidiaries, and transactions with Affiliates. In addition, the Indenture limits the ability of the Company and the its Restricted Subsidiaries to, among other things, create or incur Liens to restrict distributions and enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entity. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofdividends from Restricted Subsidiaries.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12October 24, 2015 2014 (the “Indenture”), among the Company, Cencosud Retail S.A.the Co-Issuer, as guarantor (the “Guarantor”) Guarantors party thereto from time to time and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those expressly made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Trust Indenture Act”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders are referred to the Indenture and the Trust Indenture Act for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuers. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]Indenture. The Securities include the Original Securities and any Additional Securities. The Original Securities that may be issued and any Additional Securities are treated as a single class of securities under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the each Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company Issuers under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has terms of the Securities and the Indenture, the Guarantors party to the Indenture from time to time will, jointly and severally, irrevocably and unconditionally guaranteed guarantee the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company and BCC issued the Securities Senior Discount Notes under an Indenture dated as of February 122, 2015 1999 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) BCC and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities Senior Discount Notes include those stated in the IndentureIndenture and those made part of the Indenture by 6 reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities Senior Discount Notes are subject to all such terms, and Holders Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Securities Senior Discount Notes are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountand BCC limited to $200,000,000 aggregate gross proceeds (subject to Sections 2.01 and 2.08 of the Indenture). [This Security Senior Discount Note is one of the Original Securities Exchange Senior Discount Notes referred to in the Indenture issued in exchange for Initial Senior Notes. The Senior Discount Notes include the Exchange Senior Discount Notes, the Original Senior Discount Notes in an aggregate principal amount at maturity of U.S.$[ ]. The Securities include the Original Securities $275,000,000 (aggregate gross proceeds of $175,021,000) and any Additional Securities up to an aggregate gross proceeds of $24,979,000 additional Initial Senior Discount Notes that may be issued under the Indenture.] [This Security is one . The Exchange Senior Discount Notes, the Original Senior Discount Notes and such additional Initial Senior Discount Notes are treated as a single class of the Additional Securities referred to in securities under the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Dispositions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor BCC to consolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or transfer its assets otherwise dispose of all or substantially as an entity. To guarantee the due and punctual payment all of the principal and interest on the Securities and all other amounts payable by Property of the Company under and BCC. These limitations are subject to significant exceptions, and most would cease to be effective while the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofSenior Discount Notes have an Investment Grade Rating.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12May 11, 2015 2012 (the “Indenture”), among the CompanyIssuers, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. In the event of any conflict between the provisions of this Security and (a) the provisions of the Indenture, the provisions of the Indenture shall govern and be controlling, (b) the provisions of the Secured Notes Intercreditor Agreement or the First-Priority Intercreditor Agreement, the Secured Notes Intercreditor Agreement or the First-Priority Intercreditor Agreement (as applicable) shall govern and be controlling and (c) the provisions of any Security Document, the provisions of such Security Document shall govern and be controlling. The Securities are unsecured and unsubordinated senior secured obligations of the Company unlimited in principal amountIssuers. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Securities include such the Original Securities, any Additional Securities and any Exchange Securities issued in exchange for the Original Securities in an aggregate principle amount or any Additional Securities pursuant to the Indenture. The Original Securities, any Additional Securities and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of the Issuers and each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company Issuers under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither secured basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12November 8, 2015 2002 (the “"Indenture”"), among the Company, Cencosud Retail S.A.Dex Media East Finance, as guarantor LCI International, Inc (the “Guarantor”"LCI") and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ss.ss. 77aaa-77bbbb) as in effect on the date of the Indenture (the "▇▇▇"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuers. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.[Exchange] [This Security is one of the Additional Additional] Securities referred to in the Indenture. The Securities include such the Original Securities, the Additional Securities and any Exchange Securities issued in exchange for Initial Securities pursuant to the Indenture. The Original Securities, the Additional Securities and the Original Exchange Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake asset sales. The Indenture also imposes limitations on the ability of the Issuers and each of the Company and the Subsidiary Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest interest, if any, on the Securities and all other amounts payable by the Company Issuers under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12December 10, 2015 2001 (the “"Indenture”"), among between the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Company and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Securities are general unsecured and unsubordinated obligations of the Company that may be issued in an unlimited in aggregate principal amountamount at any one time outstanding. [This Security is one of the Original Exchange Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]exchange for Initial Securities. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and Exchange Securities, the Original Securities in an the aggregate principle principal amount of U.S.$[ ] previously issued $200,000,000 and an unlimited aggregate principal amount of additional Initial or Exchange Securities, as the case may be. The Exchange Securities, the Original Securities and such additional Initial or Exchange Securities are treated as a single class of securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the or any Subsidiary Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer its assets lease all or substantially all of the Property of the Company or any Subsidiary Guarantor. Certain of the covenants under the Indenture will be suspended or terminated as an entityprovided in the Indenture if the Securities have achieved Investment Grade status. To guarantee the due and punctual payment of the principal and interest interest, if any, on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors, if any, will unconditionally guaranteed guarantee the Guaranteed Obligations on a senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12December 16, 2015 2002 (as it may be amended or supplemented from time to time in accordance with the “terms thereof, the "Indenture”"), among the CompanyIssuer, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantor and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the "Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the Act for a statement of those terms. The Securities are unsecured and unsubordinated senior obligations of the Company unlimited in principal amountIssuer. [This The Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Securities include such the Initial Securities issued on the Issue Date, any Additional Securities issued in accordance with Section 2.16 of the Indenture and the Exchange Securities issued in exchange for the Initial Securities or Additional Securities pursuant to the Indenture. The Initial Securities, any Additional Securities and the Original Exchange Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company Issuer and the its Subsidiaries to, among other things, to create or incur Liens liens and enter into Sale mergers and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entityconsolidations. To guarantee the due and punctual payment of the principal principal, premium, if any, and interest on the Securities and all other amounts payable by the Company Issuer under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Securities and the Indenture, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations such obligations on a senior unsecured basisbasis pursuant to the terms of the Indenture. Neither The Guarantor will be automatically released from all its obligations under the Company nor Securities, the Guarantor shall be required Indenture and the Guarantee, and the Guarantee will automatically terminate, pursuant to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofSection 10.2 of the Indenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12May 30, 2015 2003 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Note Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are unsecured and unsubordinated senior secured obligations of the Company. The Company unlimited in principal amountshall be entitled, subject to its compliance with Section 4.03 of the Indenture, to issue Additional Securities pursuant to Section 2.01 of the Indenture. [This Security is one of the [Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.Securities] [This Security is one of the Additional Securities Securities] [Private Exchange Notes] referred to in the Indenture. The Securities include such the Original Securities, the Additional Securities and any Exchange Notes and Private Exchange Notes issued in exchange for Initial Securities pursuant to the Indenture. The Original Securities, the Additional Securities in an aggregate principle amount and any Exchange Notes and Private Exchange Notes are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, create or make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Liens and Indebtedness, enter into Sale consensual restrictions upon the payment of certain dividends and Leaseback Transactionsdistributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, make asset sales and incur Liens. The Indenture also imposes limitations on the ability of each of the Company and the each Note Guarantor to consolidate or merge with or into any other Person or convey the Company to convey, transfer or transfer lease all or substantially all its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal principal, interest and interest liquidated damages, if any, on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Note Guarantors have jointly and severally unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basissecured basis pursuant to the terms of the Indenture. Neither The Securities are secured on a second-priority basis by the Company nor Liens created by the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any releaseDocuments pursuant to, termination or discharge thereofand subject to, the terms of the Indenture and the Intercreditor Agreement.

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12March 22, 2015 2016 (the “Indenture”), among Parent, the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Issuer and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of those terms. The Securities are unsubordinated unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuer. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]$775,000,000. The Securities include the Original Securities Securities, any Additional Securities, and any Exchange Securities issued in exchange for Original or Additional Securities that may be issued under the Indenture.] Securities]. [This Security is one of the Additional Securities referred issued in addition to the Original Securities and Exchange Securities issued in exchange therefor in an aggregate principal amount of $775,000,000 previously issued under the Indenture. The Original Securities, the Exchange Securities include such issued in exchange for the Original Securities, the Additional Securities and any Exchange Securities issued in exchange for the Original Additional Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] The Indenture imposes certain limitations on the ability of Parent, the Company Issuer and the their respective Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of Parent, the Company Issuer and the Guarantor their respective Restricted Subsidiaries to consolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or transfer its assets otherwise dispose of all or substantially as an entityall of the Property of such entities. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company Issuer under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor terms of the Securities and the Indenture, Parent has irrevocably and unconditionally guaranteed the Guaranteed Obligations Securities on a senior unsecured basis. Neither an unsubordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12November 20, 2015 2012 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include will be Senior Debt under, and for purposes of, the Original Securities and any Senior Subordinated Notes.]1 The Company shall be entitled to issue Additional Securities that may be issued under the Indenture.] [This Security is one pursuant to Section 2.13 of the Additional Securities referred to in the Indenture. The Securities include such issued on the Closing Date and any Additional Securities and the Original Securities in an aggregate principle amount shall be treated as a single class for all purposes of U.S.$[ ] previously issued under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the Subsidiaries to, among other things, each Subsidiary Guarantor to create or incur Liens and enter into Sale and certain Sale/Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal of and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors have jointly and severally unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Fixed Rate Securities under an Indenture dated as of February 12November 21, 2015 2006 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Fixed Rate Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Fixed Rate Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Fixed Rate Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountCompany. [This Fixed Rate Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Fixed Rate Securities include such Additional the Initial Fixed Rate Securities and any Fixed Rate Exchange Securities issued in exchange for Initial Fixed Rate Securities pursuant to the Original Indenture and the Registration Rights Agreement. The Initial Fixed Rate Securities, any Fixed Rate Exchange Securities in an aggregate principle amount and all other Fixed Rate Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, sell assets, including shares of capital stock of Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and create or incur Liens and enter into Sale and Leaseback TransactionsLiens. The Indenture also imposes limitations on the ability of each of the Company and the each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as property. Following the first day (the "Suspension Date") that (i) the Fixed Rate Securities have an entity. To guarantee the due and punctual payment Investment Grade Rating from both of the principal Rating Agencies, and interest on (ii) no Default with respect to the Fixed Rate Securities has occurred and all other amounts payable by is continuing under the Indenture, the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall its Restricted Subsidiaries will not be due and payablesubject to Sections 4.03, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release4.04, termination or discharge thereof.4.05, 4.06,

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12April 28, 2015 (the “Indenture”), among Parent, the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Issuer and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of those terms. The Securities are unsubordinated unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuer. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]$700,000,000. The Securities include the Original Securities Securities, any Additional Securities, and any Exchange Securities issued in exchange for Original or Additional Securities that may be issued under the Indenture.] Securities]. [This Security is one of the Additional Securities referred issued in addition to the Original Securities and Exchange Securities issued in exchange therefor in an aggregate principal amount of $700,000,000 previously issued under the Indenture. The Original Securities, the Exchange Securities include such issued in exchange for the Original Securities, the Additional Securities and any Exchange Securities issued in exchange for the Original Additional Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] The Indenture imposes certain limitations on the ability of Parent, the Company Issuer and the their respective Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of Parent, the Company Issuer and the Guarantor their respective Restricted Subsidiaries to consolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or transfer its assets otherwise dispose of all or substantially as an entityall of the Property of such entities. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company Issuer under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor terms of the Securities and the Indenture, Parent has irrevocably and unconditionally guaranteed the Guaranteed Obligations Securities on a senior unsecured basis. Neither an unsubordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12November 8, 2015 2002 (the “"Indenture”"), among the Company, Cencosud Retail S.A.Dex Media East Finance, as guarantor (the “Guarantor”) LCI and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ss.ss. 77aaa-77bbbb) as in effect on the date of the Indenture (the "▇▇▇"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuers. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.[Original] [This Security is one of the Additional Additional] Securities referred to in the Indenture. The Securities include such the Original Securities, the Additional Securities and any Exchange Securities issued in exchange for Initial Securities pursuant to the Indenture. The Original Securities, the Additional Securities in an aggregate principle amount and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake asset sales. The Indenture also imposes limitations on the ability of the Issuers and each of the Company and the Subsidiary Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal principal, interest and interest additional interest, if any, on the Securities and all other amounts payable by the Company Issuers under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors have jointly and severally unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12January 20, 2015 2010 (the “Indenture”), among Parent, the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Issuer and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of those terms. The Securities are unsubordinated unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuer. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]$640,000,000. The Securities include the Original Securities Securities, any Additional Securities, and any Exchange Securities issued in exchange for Original or Additional Securities that may be issued under the Indenture.] Securities]. [This Security is one of the Additional Securities referred issued in addition to the Original Securities and Exchange Securities issued in exchange therefor in an aggregate principal amount of $640,000,000 previously issued under the Indenture. The Original Securities, the Exchange Securities include such issued in exchange for the Original Securities, the Additional Securities and any Exchange Securities issued in exchange for the Original Additional Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] The Indenture imposes certain limitations on the ability of Parent, the Company Issuer and the their respective Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of Parent, the Company Issuer and the Guarantor their respective Restricted Subsidiaries to consolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or transfer its assets otherwise dispose of all or substantially as an entityall of the Property of such entities. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company Issuer under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor terms of the Securities and the Indenture, Parent has irrevocably and unconditionally guaranteed the Guaranteed Obligations Securities on a senior unsecured basis. Neither an unsubordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12December 6, 2015 2012 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders are referred to the Indenture for a statement of those terms. The Securities are unsecured and unsubordinated obligations of the Company unlimited in principal amount. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company and the Subsidiaries to, among other things, create or incur Liens and enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entity. To partially guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has partially, irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior general unsecured basisand unsubordinated basis up to an aggregate amount of U.S.$1,000,000,000 (the “Subsidiary Guarantee”). The Guarantor further agreed under the Indenture to take all corporate action necessary to amend and restate the Subsidiary Guarantee within 45 days of the Issue Date so that it becomes a full, irrevocable and unconditional guarantee of the Guaranteed Obligations and to deliver a supplemental indenture when such amendment and restatement takes place. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereof.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12November 22, 2015 2004 (the “"Indenture”), ") among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Issuers and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders Securityholders are referred to the Indenture Indenture, and the TIA for a statement of those termssuch terms and provisions. In the event of any conflict between the terms of this Security and the terms of the Indenture, the Indenture shall govern. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuers. [The Issuers may issue Additional Securities of any series pursuant to the Indenture. This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]Indenture. The Securities include the Original Securities, any Additional Securities and any Exchange Securities issued in exchange for Initial Securities. With respect to each series of Securities, the Original Securities of such series, any Additional Securities that may be issued of such series and all Exchange Securities of such series are treated as a single class of securities under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company Issuers and the Restricted Subsidiaries to, among other things, create or incur Liens and or enter into Sale sale and Leaseback Transactionsleaseback transactions. The Indenture also imposes limitations on the ability of each the Issuers to convey, transfer or lease all or substantially all of the Company and the Guarantor to consolidate or merge with or into assets of any other Person or convey or transfer its assets substantially as an entity. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIssuer.

Indenture. The Company issued the Securities under an Indenture dated as of February 12January 22, 2015 1998 (as it may be amended or supplemented from time to time in accordance with the “terms thereof, the "Indenture”"), among the Company, Cencosud Retail S.A.PEI Holding, as guarantor Inc., the parent corporation of the Company (the “"Guarantor”") and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in this Indenture and those made part of this Indenture by reference to the IndentureTrust Indenture Act of 1939 (15 U.S.C. (S)(S) 77aaa-77bbbb) as in effect on the date of this Indenture ------ (the "Act"). Terms defined in the Indenture Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the this Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to this Indenture and the Indenture Act for a statement of those terms. The Securities are unsecured and unsubordinated senior subordinated obligations of the Company unlimited in limited to $125.0 million aggregate principal amountamount (subject to Section 2.7 of the Indenture). [This The Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Exchange Securities referred to in the Indenture. The Securities include such Additional the Initial Securities and any Private Exchange Securities and Exchange Securities issued in exchange for the Initial Securities pursuant to the Indenture and the Registration Rights Agreement. The Initial Securities, the Private Exchange Securities and the Original Exchange Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Company and its Restricted Subsidiaries, the payment of dividends and other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the investments of the 3 Company and its Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of the Company and the its Restricted Subsidiaries to, among other things, create or incur Liens to restrict distributions and enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entitydividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal Principal and interest interest, if any, on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor terms of the Securities and the Indenture, the Guarantor, as primary obligor and not merely as surety, has unconditionally and irrevocably and unconditionally guaranteed the Guaranteed Obligations such obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of Article X of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12June 18, 2015 2001 (the “"Indenture”"), among the CompanyIssuer, Cencosud Retail S.A., as guarantor (the “Guarantor”) Company and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. 'SS''SS' 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuer. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.[Exchange] [This Security is one of the Additional Additional] Securities referred to in the Indenture. The Securities include such the Original Securities, the Additional Securities and any Exchange Securities and Private Exchange Securities issued in exchange for the Initial Securities pursuant to the Indenture. The Original Securities, the Additional Securities, the Exchange Securities in an aggregate principle amount and the Private Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Issuer, the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and Liens, enter into Sale sale/leaseback transactions and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Issuer and the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest interest, if any, on the Securities and all other amounts payable by the Company Issuer under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor terms of the Securities and the Indenture, the Company has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an An Indenture dated as of February 12September 27, 2015 2000 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Note Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. (S)(S) 77aaa-77bbbb) as in effect on the date of the Indenture ----- (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited limited to $300,000,000 in aggregate principal amountamount at any one time outstanding (subject to Sections 2.08 and 2.09 of the Indenture). [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Exchange Securities referred to in the Indenture. The Securities include such the Original Securities, the Additional Securities and any Exchange Securities and Private Exchange Securities issued in exchange for Initial Securities pursuant to the Indenture. The Original Securities, the Additional Securities and the Original Exchange Securities in an aggregate principle amount and the Private Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Parent, the Company and the Parent's Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Parent, the Company and the each Note Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest interest, if any, on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Note Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12December 19, 2015 1997 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantor Subsidiaries and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ss.s▇. ▇▇aaa-77bbbb) as in effect on the date of the Indenture (the "Act"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the Act for a statement of those terms. The Securities are unsecured and unsubordinated senior subordinated obligations of the Company unlimited and are limited to $150,000,000 in aggregate principal amountamount outstanding, of which $100,000,000 in aggregate principal amount will be initially issued on the Closing Date. [Subject to the conditions set forth in the Indenture, the Company may issue up to an additional $50,000,000 aggregate principal amount of Additional Securities. This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]Indenture. The Securities include the Initial Securities (consisting of the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities) and any Exchange Securities referred and Private Exchange Securities issued in exchange for the Initial Securities pursuant to in the Indenture. The Securities include such Additional Initial Securities, the Exchange Securities and the Original Private Exchange Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability Incurrence of Indebtedness by the Company and its Restricted Subsidiaries; the payment of dividends on, and redemption of, the Capital Stock of the Company and its Restricted Subsidiaries and the Subsidiaries to, among other things, create or incur Liens and enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability redemption of each certain subordinated obligations of the Company and its Subsidiaries; other payments by the Company and its Restricted Subsidiaries; Investments; sales and transfers of assets and Capital Stock of the Restricted Subsidiaries; the issuance or sale of Capital Stock of Restricted Subsidiaries; certain transactions with Affiliates of the Company; the lines of business in which the Company and its Restricted Subsidiaries may operate; Sale/Leaseback Transactions; and consolidations, mergers and transfers of all or substantially all of the Company's or a Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entitySubsidiary's assets. In addition, the Indenture 123 7 prohibits certain restrictions on distributions from Restricted Subsidiaries. To guarantee secure the due and punctual payment of the principal and interest liquidated damages and interest, if any, on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Securities and the Indenture, the Guarantor has irrevocably and Subsidiaries have unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12April 28, 2015 2010 (the “Indenture”), among the CompanyIssuers, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those terms. such terms and provisions The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuers. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]Indenture. The Securities include the Original Securities and Securities, any Additional Securities that may be (together with the Original Securities, the “Initial Securities”) and any Exchange Securities issued under in exchange for the Indenture.] [This Security is one of the Additional Initial Securities referred pursuant to in the Indenture. The Securities include such Additional Initial Securities and the Original any Exchange Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company RBS Global and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of RBS Global and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of the Issuers and each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer its assets lease all or substantially as an entityall of their property. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company Issuers under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12August 1, 2015 2012 (the “Indenture”), among between the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Issuer and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of those terms. The Securities are unsubordinated unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuer. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]$300,000,000. The Securities include the Original Securities Securities, any Additional Securities, and any Exchange Securities issued in exchange for Original or Additional Securities that may be issued under the Indenture.] Securities]. [This Security is one of the Additional Securities referred issued in addition to the Original Securities and Exchange Securities issued in exchange therefor in an aggregate principal amount of $300,000,000 previously issued under the Indenture. The Original Securities, the Exchange Securities include such issued in exchange for the Original Securities, the Additional Securities and any Exchange Securities issued in exchange for the Original Additional Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] The Indenture imposes certain limitations on the ability of the Company Issuer and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company Issuer and the Guarantor its Restricted Subsidiaries to consolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or transfer its assets otherwise dispose of all or substantially as an entity. To guarantee the due and punctual payment all of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment Property of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofsuch entities.

Indenture. The Company issued the Securities under an Indenture dated as of February 12June 23, 2015 2005 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Exchange Securities referred to in the Indenture. The Securities include such Additional the Initial Securities and the Original Exchange Securities issued in an aggregate principle amount exchange for Initial Securities pursuant to the Indenture and the Registration Rights Agreement. The Initial Securities, the Exchange Securities and all other Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, sell assets, including shares of capital stock of Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and create or incur Liens and enter into Sale and Leaseback TransactionsLiens. The Indenture also imposes limitations on the ability of each of the Company and the each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as property. Following the first day (the "Suspension Date") that (i) the Securities have an entity. To guarantee the due and punctual payment Investment Grade Rating from both of the principal Rating Agencies, and interest on (ii) no Default has occurred and is continuing under the Securities and all other amounts payable by Indenture, the Company under and its Restricted Subsidiaries will not be subject to Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and Section 5.01(a)(3) (collectively, the Indenture "Suspended Covenants") of the Indenture. In addition, the Company may elect to suspend the Subsidiary Guarantees. Upon and following any Reversion Date, the Company and its Restricted Subsidiaries shall again be subject to the Suspended Covenants with respect to future events and the Securities (including the payment of Additional Amounts) when and as the same Subsidiary Guarantees shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofreinstated.

Indenture. The Company issued the Securities under an Indenture dated as of February 12May 14, 2015 2001, (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ▇▇.▇▇. 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior subordinated unsecured and unsubordinated obligations of the Company unlimited in limited to $600,000,000 aggregate principal amountamount at any one time outstanding (subject to Sections 2.08 and 2.09 of the Indenture). [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.[Original] [This Security is one of the Additional Additional] [Initial] [Private Exchange] Securities referred to in the Indenture. The Securities include such the Original Securities, the Additional Securities and any Exchange Securities and Private Exchange Securities issued in exchange for Initial Securities pursuant to the Indenture. The Original Securities, the Additional Securities in an aggregate principle amount and any Exchange Securities and Private Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, create or make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Liens and Indebtedness, enter into Sale consensual restrictions upon the payment of certain dividends and Leaseback Transactionsdistributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and make asset sales. The Indenture also imposes limitations on the ability of each of the Company and the each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal principal, interest and interest liquidated damages, if any, on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors have jointly and severally unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12August 19, 2015 2014 (the “Indenture”), ) among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) the Trustee, as Trustee, Registrar, Paying Agent and Transfer AgentIssuer, the Luxembourg Paying Agent Guarantors, the Trustee and the Luxembourg Transfer Collateral Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are unsecured and unsubordinated senior secured obligations of the Company unlimited in principal amountIssuer. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company Issuer and the Subsidiaries Guarantors to, among other things, make certain Investments, make Restricted Distributions, incur Debt, enter into consensual restrictions upon the payment of Restricted Distributions, enter into or permit certain transactions with Affiliates and create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Dispositions. The Indenture also imposes limitations on the ability of the Issuer and each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey sell, transfer or transfer its assets substantially as an entitylease their property. To guarantee the due and punctual payment of the principal of and interest on the Securities and all other amounts payable by the Company Issuer under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither Securities pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12March 7, 2015 2011, (the “Indenture”), ) among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Issuers and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders Securityholders are referred to the Indenture Indenture, and the TIA for a statement of those termssuch terms and provisions. In the event of any conflict between the terms of this Security and the terms of the Indenture, the Indenture shall govern. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amount. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]Issuers. The Securities include the Original Securities and any Issuers may issue Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred pursuant to in the Indenture. The Securities include such the 6.875% Senior Notes due 2019 issued on the Closing Date and any Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] Securities. The Indenture imposes certain limitations on the ability of the Company Issuers and the Restricted Subsidiaries to, among other things, create or incur Liens and or enter into Sale sale and Leaseback Transactionsleaseback transactions. The Indenture also imposes limitations on the ability of each the Issuers to convey, transfer or lease all or substantially all of the Company and the Guarantor to consolidate or merge with or into assets of any other Person or convey or transfer its assets substantially as an entity. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIssuer.

Indenture. The Company issued the Fixed Rate Securities under an Indenture dated as of February March 12, 2015 2004 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Fixed Rate Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Fixed Rate Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Fixed Rate Securities are unsecured and unsubordinated senior secured obligations of the Company unlimited in principal amountCompany. [This Fixed Rate Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Exchange Securities referred to in the Indenture. The Fixed Rate Securities include such Additional the Initial Fixed Rate Securities and the Original Exchange Fixed Rate Securities issued in an aggregate principle amount exchange for Initial Fixed Rate Securities pursuant to the Indenture and the Registration Rights Agreement. The Initial Fixed Rate Securities, the Exchange Fixed Rate Securities and all other Securities (including the Floating Rate Securities) are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] ; provided, however, that in respect of any amendment, waiver, other modification or optional redemption by the Company that affects only the Fixed Rate Securities or the Floating Rate Securities, as the case may be, such affected series of Securities is treated as a single class under the Indenture. The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, sell assets, including shares of capital stock of Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and create or incur Liens and enter into Sale and Leaseback TransactionsLiens. The Indenture also imposes limitations on the ability of each of the Company and the each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as property. Following the first day (the "Suspension Date") that (i) the Fixed Rate Securities have an entity. To guarantee the due and punctual payment Investment Grade Rating from both of the principal Rating Agencies, and interest on (ii) no Default has occurred and is continuing under the Indenture, the Company and its Restricted Subsidiaries will not be subject to Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and Section 5.01(3) (collectively, the "Suspended Covenants") of the Indenture. In addition, the Company may elect to suspend the Subsidiary Guarantees, and the Company may also elect to release any or all of the Collateral from the Liens securing the Fixed Rate Securities and all other amounts payable by Subsidiary Guarantees. Upon and following any Reversion Date, the Company under and its Restricted Subsidiaries shall again be subject to the Indenture Suspended Covenants with respect to future events, the Subsidiary Guarantees shall be reinstated and any Collateral that was released from Liens securing the Fixed Rate Securities and Subsidiary Guarantees, as well as any Collateral acquired since the Suspension Date, shall be restored and pledged to secure the Fixed Rate Securities and the Securities (including the payment of Additional Amounts) when and Subsidiary Guarantees, as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofapplicable.

Indenture. The Company issued the Securities under an Indenture dated as of February 12November 5, 2015 1999 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors named therein and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Section Section 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Securities are senior unsecured and unsubordinated obligations of the Company with an unlimited in aggregate principal amountamount at any one time outstanding (subject to Sections 2.01 and 2.08 of the Indenture). [This Security is one of the Original Exchange Securities referred to in the Indenture issued in exchange for Initial Securities. The Securities include the Exchange Securities, the Original Securities issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities $275,000,000 and any Additional additional Initial Securities that may be issued under the Indenture.] [This Security is one . The Exchange Securities, the Original Securities and such additional Initial Securities are treated as a single class of the Additional Securities referred to in securities under the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor Company, LTV Steel or any Tubular Subsidiary to consolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or transfer otherwise dispose of all or substantially all of the Property of the Company, LTV Steel or the Tubular Business. Once the Company attains Investment Grade Status, certain of the covenants in the Indenture will no longer be applicable to the Company and its assets substantially as Restricted Subsidiaries, even if the Company ceases thereafter to have an entityInvestment Grade Rating. To guarantee Pursuant to the terms of the Indenture, the Subsidiary Guarantors have unconditionally guaranteed the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12August 1, 2015 2012 (the “Indenture”), among between the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Issuer and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of those terms. The Securities are unsubordinated unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuer. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]$300,000,000. The Securities include the Original Securities Securities, any Additional Securities, and any Exchange Securities issued in exchange for Original or Additional Securities that may be issued under the Indenture.] Securities]. [This Security is one of the Additional Securities referred issued in addition to the Original Securities and Exchange Securities issued in exchange therefor in an aggregate principal amount of $300,000,000 previously issued under the Indenture. The Original Securities, the Exchange Securities include such issued in exchange for the Original Securities, the Additional Securities and any Exchange Securities issued in exchange for the Original Additional Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] The Indenture imposes certain limitations on the ability of the Company Issuer, Financing and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company Issuer, and the Guarantor its Restricted Subsidiaries to consolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or transfer its assets otherwise dispose of all or substantially as an entity. To guarantee the due and punctual payment all of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment Property of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofsuch entities.

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12December 16, 2015 2002 (as it may be amended or supplemented from time to time in accordance with the “terms thereof, the "Indenture”"), among the CompanyIssuer, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantor and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the "Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the Act for a statement of those terms. The Securities are unsecured and unsubordinated senior obligations of the Company unlimited in principal amountIssuer. [This The Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Exchange Securities referred to in the Indenture. The Securities include such the Initial Securities issued on the Issue Date, any Additional Securities issued in accordance with Section 2.16 of the Indenture and any Exchange Securities issued in exchange for the Initial Securities pursuant to the Indenture and the Registration Rights Agreement. The Initial Securities, any Additional Securities and the Original Exchange Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company Issuer and the Subsidiaries to, among other things, its subsidiaries to create or incur Liens liens and enter into Sale mergers and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entityconsolidations. To guarantee the due and punctual payment of the principal principal, premium, if any, and interest on the Securities and all other amounts payable by the Company Issuer under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Securities and the Indenture, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations such obligations on a senior unsecured basisbasis pursuant to the terms of the Indenture. Neither The Guarantor will be automatically released from all its obligations under the Company nor Securities, the Guarantor shall be required Indenture and the Guarantee, and the Guarantee will automatically terminate, pursuant to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofSection 10.2 of the Indenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12December 4, 2015 2006 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior subordinated unsecured and unsubordinated obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Exchange Securities referred to in the Indenture. The Securities include such the Initial Securities, any Additional Securities and any Exchange Securities issued in exchange for the Original Initial Securities in an aggregate principle amount or any Additional Securities pursuant to the Indenture. The Initial Securities, any Additional Securities and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the each Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. The Indenture also imposes limitations on the ability of the Company to take certain actions with respect to the Japan Note. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a an unsecured senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12November 14, 2015 2001 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ss.ss. 77aaa-77bbbb) as in effect on the date of the Indenture (the "T▇▇"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.[Original] [This Security is one of the Additional Additional] Securities referred to in the Indenture. The Securities include such the Original Securities, the Additional Securities and any Exchange Securities issued in exchange for Initial Securities pursuant to the Indenture. The Original Securities, the Additional Securities in an aggregate principle amount and any Exchange Securities and Private Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake asset sales. The Indenture also imposes limitations on the ability of each of the Company and the each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors have jointly and severally unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12November 10, 2015 2003 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ▇▇.▇▇. 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amount. [This Security is one of the Original Securities referred limited to in the Indenture issued in an $237,689,000 aggregate principal amount at maturity (subject to Section 2.07 of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture). The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor Subsidiary Guarantors to consolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or transfer its assets otherwise dispose of all or substantially as an entityall of the Property of the Company or any such Subsidiary Guarantor. To guarantee Pursuant to the terms of the Indenture, the Subsidiary Guarantors have, jointly and severally, guaranteed the due and punctual payment of the principal Accreted Value and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basisIndenture. Neither the Company nor the Guarantor shall be required The Subsidiary Guaranties are subordinated in right of payment to make any notation on this Security each Subsidiary Guarantor's obligations with respect to reflect any guarantee or any release, termination or discharge thereofDesignated Senior Debt.

Indenture. The Company Issuer issued the Securities Notes under an Indenture dated as of February 12[●], 2015 2016 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Issuer and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities Notes include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa 77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities Notes are subject to all such termsterms and provisions of the Indenture, and Holders the holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities Notes are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuer. [This Security Note is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities Notes referred to in the Indenture. The Securities Notes include such Additional Securities and the Original Securities in an aggregate principle amount Notes and any Additional Notes issued pursuant to the Indenture. The Original Notes and any Additional Notes are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company Issuer and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, Incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor Issuer to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment There are no guarantors of the principal and interest Notes on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIssue Date.

Indenture. The Company issued the Securities under an Indenture dated as of February 12October 1, 2015 1999 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Note Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. " 77aaa-77bbbb) as in effect on the date of the Indenture (the ------ "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior subordinated unsecured and unsubordinated obligations of the Company unlimited in limited to $150,000,000 aggregate principal amountamount at any one time outstanding (subject to Section 2.07 of the Indenture). [This Security is one of the Original [Initial] [Private Exchange] Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]$150,000,000. The Securities include the Original Initial Securities and any Additional Exchange Securities that may be and Private Exchange Securities issued in exchange for Initial Securities. The Initial Securities, the Exchange Securities and the Private Exchange Securities are treated as a single class of securities under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, create or make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Liens and Indebtedness, enter into Sale consensual restrictions upon the payment of certain dividends and Leaseback Transactionsdistributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, and make asset sales. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer its assets lease all or substantially as an entityall of the property of the Company. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Note Guarantors have jointly and severally unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company originally issued the Securities under an a Indenture dated as of February 12September 27, 2015 2016 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent Subsidiary Guarantors named therein and the Luxembourg Transfer AgentTrustee and Collateral Trustee. The terms of the Securities include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) (the “Act”) as in effect on the date of the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the Act for a statement of those terms. To the extent any provision of any Security conflicts with the express provisions of the Indenture, the provisions of this Indenture shall govern and be controlling. The Securities are unsecured and unsubordinated obligations entitled to the benefits of the Company unlimited in principal amount. [This Security is one Documents, subject to the terms of the Original Securities referred to in Note Documents, including the Indenture issued in an aggregate principal amount of U.S.$[ ]Intercreditor Agreement. The Securities include the Original Securities and any Company is entitled to issue Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred to under, and in compliance with, the Indenture. The Securities include such issued on the Issue Date, any Exchange Securities issued in exchange therefor, any increase in the aggregate principal amount of the Securities or any Exchange Securities in connection with PIK Payments, PIK Notes and any Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued will be treated as a single class for all purposes under the Indenture.] . The Indenture imposes certain limitations on contains covenants that limit the ability of the Company and the Subsidiaries toits subsidiaries to Incur additional indebtedness; pay dividends or distributions on, among or redeem or repurchase capital stock; make investments; issue or sell capital stock of subsidiaries; engage in transactions with affiliates; create liens on assets; transfer or sell assets; guarantee indebtedness; restrict dividends or other thingspayments of subsidiaries; consolidate, create merge or incur Liens and enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability transfer all or substantially all of each of the Company its assets and the Guarantor assets of its subsidiaries; and engage in sale/leaseback transactions. These covenants are subject to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entity. To guarantee the due important exceptions and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofqualifications.

Indenture. The Company Issuer issued the Securities under an the Indenture dated as of February 12August 31, 2015 2016 (the “Indenture”), ) among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) the Trustee, as Trustee, Registrar, Paying Agent and Transfer AgentIssuer, the Luxembourg Paying Agent guarantors that may be party thereto from time to time, the Trustee and the Luxembourg Transfer Collateral Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect and interpreted on the date of the Indenture (the “TIA”); provided, however, that in the event the Trust Indenture Act of 1939 is amended or there is a change in the interpretation after the Issue Date, the term “TIA” shall mean, to the extent required by such amendment or such change in interpretation, the Trust Indenture Act of 1939, as so amended and interpreted. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are unsecured and unsubordinated senior secured obligations of the Company unlimited in principal amountIssuer. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company Issuer and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer its assets lease all or substantially as an entityall of their property. To guarantee the due and punctual payment of the principal of and interest on the Securities and all other amounts payable by the Company Issuer under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has terms of the Securities and the Indenture, the Guarantors have, jointly and severally, irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither secured basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12July 13, 2015 1998 (the “"Indenture”"), among between the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Company and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Securities are unsecured and unsubordinated senior secured obligations of the Company unlimited in limited to $121,000,000 aggregate principal amountamount at maturity at any one time outstanding (subject to Sections 2.01 and 2.08 of the Indenture). [This Security is one of the Original Exchange Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include exchange for the Original Securities and any Additional Securities that may be issued under the IndentureInitial Securities.] [This Security is one of the Additional Private Exchange Securities referred to in the Indenture. Indenture issued in exchange for the Initial Securities.] The Securities include such Additional the Exchange Securities, the Private Exchange Securities and the Original Initial Securities in an the aggregate principle principal amount at maturity of U.S.$[ ] previously issued $121,000,000. The Exchange Securities, the Private Exchange Securities and the Initial Securities are treated as a single class of securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer its assets lease all or substantially as an entity. To guarantee the due and punctual payment all of the principal and interest on Property of the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofCompany.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12[ ], 2015 (the “Indenture”), ) among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Issuers and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders Securityholders are referred to the Indenture Indenture, and the TIA for a statement of those termssuch terms and provisions. In the event of any conflict between the terms of this Security and the terms of the Indenture, the Indenture shall govern. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amount. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]Issuers. The Securities include the Original Securities and any Issuers may issue Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred pursuant to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ]% Senior Notes due 20[ ] previously issued under on the Indenture.] Closing Date and any Additional Securities. The Indenture imposes certain limitations on the ability of the Company Issuers and the Restricted Subsidiaries to, among other things, create or incur Liens and or enter into Sale sale and Leaseback Transactionsleaseback transactions. The Indenture also imposes limitations on the ability of each the Issuers to convey, transfer or lease all or substantially all of the Company and the Guarantor to consolidate or merge with or into assets of any other Person or convey or transfer its assets substantially as an entity. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIssuer.

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12March 14, 2015 2006 (the “Indenture”), among Parent, the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Issuer and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of those terms. The Securities are unsubordinated unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuer. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]$250,000,000. The Securities include the Original Securities Securities, any Additional Securities, and any Exchange Securities issued in exchange for Original or Additional Securities that may be issued under the Indenture.] Securities]. [This Security is one of the Additional Securities referred issued in addition to the Original Securities and Exchange Securities issued in exchange therefor in an aggregate principal amount of $250,000,000 previously issued under the Indenture. The Original Securities, the Exchange Securities include such issued in exchange for the Original Securities, the Additional Securities and any Exchange Securities issued in exchange for the Original Additional Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] The Indenture imposes certain limitations on the ability of Parent, the Company Issuer and the their respective Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of Parent, the Company Issuer and the Guarantor their respective Restricted Subsidiaries to consolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or transfer its assets otherwise dispose of all or substantially as an entityall of the Property of such entities. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company Issuer under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor terms of the Securities and the Indenture, Parent has irrevocably and unconditionally guaranteed the Guaranteed Obligations Securities on a senior unsecured basis. Neither an unsubordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12June 15, 2015 2009 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are unsecured and unsubordinated senior secured obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Securities include such the Initial Securities, any Additional Securities and any Exchange Securities issued in exchange for the Original Initial Securities in an aggregate principle amount or any Additional Securities pursuant to the Indenture. The Initial Securities, any Additional Securities and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the each Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. The Indenture also imposes limitations on the ability of the Company to take certain actions with respect to the Japan Notes. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither secured basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Holdings issued the Securities under an Indenture Indenture, dated as of February 12March 3, 2015 1998 (the “"Indenture”"), by and among Holdings and the CompanyTrustee. Capitalized terms herein are used as defined in the Indenture unless otherwise defined herein. This Security is one of a duly authorized issue of Securities of Holdings designated as its 10% Senior Discount Notes due 2008, Cencosud Retail S.A., as guarantor Series A (the “Guarantor”) "Initial Securities"), limited in aggregate principal amount at maturity to $325,000,000, which may be issued under the Trustee, as Trustee, Registrar, Paying Agent and Transfer AgentIndenture. The Securities include the Initial Securities, the Luxembourg Paying Agent Private Exchange Securities (as defined in the Indenture) and the Luxembourg Transfer AgentUnrestricted Securities (as defined in the Indenture). All Securities issued under the Indenture are treated as a single class of securities under the Indenture. The terms of the Securities include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture and not defined herein have by reference to the meanings ascribed thereto Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) (the "TIA"), as in effect on the date of the Indenture (except as otherwise indicated in the Indenture) until such time as the Indenture is qualified under the TIA, and thereafter as in effect on the date on which the Indenture is qualified under the TIA. The Notwithstanding anything to the contrary herein, the Securities are subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of those termsthem. The Securities are general unsecured and unsubordinated obligations of the Company unlimited in principal amount. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]Holdings. The Securities include are subordinated in right of payment to all existing and future Senior Indebtedness of Holdings to the Original Securities extent and any Additional Securities that may be issued under in the Indenture.] [This Security is one of the Additional Securities referred to manner provided in the Indenture. The Securities include Each Holder of a Security, by accepting a Security, agrees to such Additional Securities subordination, authorizes the Trustee to give effect to such subordination and appoints the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the IndentureTrustee as attorney-in-fact for such purpose.] The Indenture imposes certain limitations on the ability of the Company and the Subsidiaries to, among other things, create or incur Liens and enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entity. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereof.

Indenture. The Company issued the Securities under an Indenture dated as of February 12November 4, 2015 2003 (the “"Indenture”"), among the Company, Cencosud Retail S.A.the Guarantors and The Bank of New York, as guarantor a New York banking corporation (the “Guarantor”) the "Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent"). The terms of the Euro Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. (sections)77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Euro Securities are subject to all such termsterms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Euro Securities are senior subordinated unsecured and unsubordinated obligations of the Company unlimited in principal amountCompany. [This Euro Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Exchange Euro Securities referred to in the Indenture. The Euro Securities include such the Initial Euro Securities, the Additional Euro Securities and any Exchange Euro Securities issued in exchange for the Original Initial Euro Securities in an aggregate principle amount pursuant to the Indenture. The Initial Euro Securities and Exchange Euro Securities together with the Initial Dollar Securities and any Exchange Dollar Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company Holdings, and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of Holdings, and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake asset sales. The Indenture also imposes limitations on the ability of each of the Company and the each Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest interest, if any, on the Euro Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Euro Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis subordinated pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuer issued the Securities under an the Indenture dated as of February 12July 15, 2015 2019 (the “Indenture”), ) among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) the Trustee, as Trustee, Registrar, Paying Agent and Transfer AgentIssuer, the Luxembourg Paying Agent guarantors that may be party thereto from time to time, the Trustee and the Luxembourg Transfer Collateral Agent. The terms of the Securities include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. If and to the extent that any provision of the Securities limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. 1 Include in a Global Security. 2 Include in a Definitive Security. The Securities are unsecured and unsubordinated senior secured obligations of the Company unlimited in principal amountIssuer. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company Issuer and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback TransactionsDispose of assets. The Indenture also imposes limitations on the ability of the Issuer and each of the Company and the Guarantor to merge, amalgamate or consolidate or merge with or into any other Person or convey convey, transfer or transfer its assets lease all or substantially as an entityall of their property. To guarantee the due and punctual payment of the principal of and interest on the Securities and all other amounts payable by the Company Issuer under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has terms of the Securities and the Indenture, the Guarantors have, jointly and severally, irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither secured basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12November 8, 2015 2002 (the “"Indenture”"), among the Company, Cencosud Retail S.A.Dex Media East Finance, as guarantor (the “Guarantor”) LCI and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ss.ss. 77aaa-77bbbb) as in effect on the date of the Indenture (the "▇▇▇"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuers. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.[Original] [This Security is one of the Additional Additional] Securities referred to in the Indenture. The Securities include such the Original Securities, the Additional Securities and any Exchange Securities issued in exchange for Initial Securities pursuant to the Indenture. The Original Securities, the Additional Securities in an aggregate principle amount and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake asset sales. The Indenture also imposes limitations on the ability of the Issuers and each of the Company and the Subsidiary Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal principal, interest and interest additional interest, if any, on the Securities and all other amounts payable by the Company Issuers under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12June 29, 2015 2012 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent Subsidiary Guarantors and the Luxembourg Transfer Trustee and Collateral Agent. The terms of the Securities include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the Act for a statement of those terms. In the event of any conflict between the terms of this Security and the Indenture, the terms of the Indenture shall govern and be controlling. The Securities are unsecured and unsubordinated senior secured obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Securities include such the Initial Securities issued on the Issue Date and any Additional Securities issued in accordance with Section 2.14 of the Indenture. The Initial Securities and the Original Additional Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on, among other things: the Incurrence of Indebtedness by the Company and its Restricted Subsidiaries, the payment of dividends and other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations or Guarantor Subordinated Obligations, the Incurrence of Liens by the Company or its Restricted Subsidiaries, the sale or transfer of assets and Capital Stock of Subsidiaries, certain Sale/Leaseback Transactions involving the Company or any Restricted Subsidiary, the issuance or sale of Capital Stock of Restricted Subsidiaries, future Subsidiary Guarantors, the business activities and investments of the Company and its Subsidiaries, and transactions with Affiliates. In addition, the Indenture limits the ability of the Company and the its Restricted Subsidiaries to, among other things, create or incur Liens and to enter into Sale agreements that restrict distributions and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entitydividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal principal, premium, if any, and interest on the Securities and all other amounts payable by the Company under the Indenture Indenture, the Securities, the Collateral Documents and the Securities (including the payment of Additional Amounts) Intercreditor Agreement when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors have unconditionally guaranteed (and future guarantors, together with the Guaranteed Obligations Subsidiary Guarantors, shall unconditionally Guarantee), jointly and severally, such obligations on a senior unsecured basis. Neither secured basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12June 18, 2015 2001 (the “"Indenture”"), among the CompanyIssuer, Cencosud Retail S.A., as guarantor (the “Guarantor”) Company and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. 'SS''SS' 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuer. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.[Original] [This Security is one of the Additional Additional] [Private Exchange] Securities referred to in the Indenture. The Securities include such the Original Securities, the Additional Securities and any Exchange Securities and Private Exchange Securities issued in exchange for Initial Securities pursuant to the Indenture. The Original Securities, the Additional Securities in an aggregate principle amount and any Exchange Securities and Private Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Issuer, the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and Liens, enter into Sale sale/leaseback transactions and Leaseback Transactionsmake asset sales. The Indenture also imposes limitations on the ability of each of the Issuer and the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal principal, interest and interest liquidated damages, if any, on the Securities and all other amounts payable by the Company Issuer under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor terms of the Securities and the Indenture, the Company has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12December 4, 2015 2002 (the “"Indenture”"), among between the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Company and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ----- ▇▇.▇▇. 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Securities are unsubordinated unsecured and unsubordinated obligations of the Company unlimited limited to an aggregate principal amount at any one time outstanding as established in principal amountor pursuant to a resolution of the Board of Directors of the Company (subject to Sections 2.01 and 2.08 of the Indenture). [This Security is one of the Original Exchange Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]exchange for Initial Securities. The Securities include the Exchange Securities, the Original Securities in the aggregate principal amount of $425.0 million and any Additional additional Initial Securities that may be issued under the Indenture.] [This Security is one Indenture up to an aggregate principal amount as established in or pursuant to a resolution of the Additional Board of Directors. The Exchange Securities, the Original Securities referred to in and such additional Initial Securities are treated as a single class of securities under the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or transfer its assets otherwise dispose of all or substantially as an entity. To guarantee the due and punctual payment all of the principal and interest on Property of the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofCompany.

Indenture. The Company issued the Securities under an Indenture dated as of February 12November 25, 2015 2003 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Note Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are unsecured and unsubordinated senior subordinated obligations of the Company unlimited in principal amountCompany. [This Security is one of the [Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.Securities] [This Security is one of the Additional Securities Securities] referred to in the Indenture. The Securities include such the Original Securities, the Additional Securities and any Exchange Securities issued in exchange for Initial Securities pursuant to the Indenture. The Original Securities, the Additional Securities in an aggregate principle amount and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, create make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness and issue Preferred Stock, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, make Asset Sales, incur Liens and enter into Sale and Leaseback Transactionsincur Senior Subordinated Debt. The Indenture also imposes limitations on the ability of each of the Company and the each Note Guarantor to consolidate or merge with or into any other Person or convey the Company to convey, transfer or transfer lease all or substantially all its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal principal, interest and interest additional interest, if any, on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Note Guarantors have jointly and severally unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12have, 2015 jointly and severally, unconditionally guaranteed (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”a) the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the Indenture. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders are referred to the Indenture for a statement of those terms. The Securities are unsecured and unsubordinated obligations of the Company unlimited in principal amount. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company and the Subsidiaries to, among other things, create or incur Liens and enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entity. To guarantee the due and punctual payment of the principal (and premium, if any) of and interest on the Securities Securities, whether at maturity, acceleration, redemption or otherwise, (b) the due and punctual payment of interest on the overdue principal of and interest on the Securities, if any, to the extent lawful, (c) the due and punctual performance of all other amounts payable by obligations of the Company to the Holders or the Trustee, all in accordance with the terms set forth in the Indenture, and (d) in case of any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at Stated Maturity, by acceleration or otherwise. The obligations of each Subsidiary Guarantor are limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Subsidiary Guarantor and after giving effect to any collections from or payments made by or on behalf of any other Subsidiary Guarantor in respect of the obligations of such other Subsidiary Guarantor under its Subsidiary Guarantee or pursuant to its contribution obligations under the Indenture, result in the obligations of such Subsidiary Guarantor under the Subsidiary Guarantee not constituting a fraudulent conveyance or fraudulent transfer under federal or state law. Each Subsidiary Guarantor that makes a payment or distribution under a Subsidiary Guarantee shall be entitled to a contribution from each other Subsidiary Guarantor in a pro rata amount based on the Adjusted Net Assets of each Subsidiary Guarantor. The obligations of each Subsidiary Guarantor under its Subsidiary Guarantor are subordinated in right of payment to the Senior Indebtedness of such Subsidiary Guarantor on the same basis as the Securities are subordinated in right of payment to Senior Indebtedness of the Company. No stockholder, officer, director, employee, incorporator or Affiliate as such, past, present or future, of any Subsidiary Guarantor shall have any personal liability under its Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director, employee, incorporator or Affiliate, or any liability for any obligations of any Subsidiary Guarantor under the Securities or the Indenture or for any claim based on, in respect of, or by reason of such obligations or their creation. Any Subsidiary Guarantor may be released from its Subsidiary Guarantee upon the terms and subject to the conditions provided in the Indenture. All terms used in this notation of Subsidiary Guarantee which are defined in the Indenture referred to in this Security upon which this notation of Subsidiary Guarantees is endorsed shall have the meanings assigned to them in such Indenture. The Subsidiary Guarantees shall be binding upon the Subsidiary Guarantors and shall inure to the benefit of the Trustee and the Securities (including Holders and, in the payment event of Additional Amounts) when and as any transfer or assignment of rights by any Holder or the same shall be due and payableTrustee respecting the Security upon which the foregoing Subsidiary Guarantees are noted, the Guarantor has irrevocably rights and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor privileges herein conferred upon that party shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereof.automatically

Indenture. The Company issued the Securities under an Indenture dated as of February 12October 2, 2015 2009 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent Subsidiary Guarantors and the Luxembourg Transfer Trustee and Collateral Agent. The terms of the Securities include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the Act for a statement of those terms. In the event of any conflict between the terms of this Security and the Indenture, the terms of the Indenture shall govern and be controlling. The Securities are unsecured and unsubordinated senior secured obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Securities include such the Initial Securities issued on the Issue Date, any Additional Securities issued in accordance with Section 2.16 of the Indenture and the Exchange Securities. The Initial Securities, Additional Securities and the Original Exchange Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on, among other things: the Incurrence of Indebtedness by the Company and its Restricted Subsidiaries, the payment of dividends and other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations or Guarantor Subordinated Obligations, the Incurrence of Liens by the Company or its Restricted Subsidiaries, the sale or transfer of assets and Capital Stock of Subsidiaries, certain Sale/Leaseback Transactions involving the Company or any Restricted Subsidiary, the issuance or sale of Capital Stock of Restricted Subsidiaries, future Subsidiary Guarantors, the business activities and investments of the Company and its Subsidiaries, and transactions with Affiliates. In addition, the Indenture limits the ability of the Company and the its Restricted Subsidiaries to, among other things, create or incur Liens and to enter into Sale agreements that restrict distributions and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entitydividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal principal, premium, if any, and interest on the Securities and all other amounts payable by the Company under the Indenture Indenture, the Securities, the Collateral Documents and the Securities (including the payment of Additional Amounts) Intercreditor Agreement when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors have unconditionally guaranteed (and future guarantors, together with the Guaranteed Obligations Subsidiary Guarantors, shall unconditionally Guarantee), jointly and severally, such obligations on a senior unsecured basis. Neither secured basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12January 11, 2015 2005 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors named therein and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ▇▇.▇▇. 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein in the Securities have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of those terms. The Securities are unsecured and unsecured, unsubordinated obligations of the Company unlimited Company. The Company's obligations under the Securities are Guaranteed, subject to certain limitations, by the Subsidiary Guarantors pursuant to Subsidiary Guarantees, subject to release of the Subsidiary Guarantees as provided in principal amountthe Indenture or such Subsidiary Guarantee. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]$200,000,000. The Securities include the Original Securities and any Additional Securities, an unlimited aggregate principal amount of additional Initial Securities that may be issued under the Indenture.] [This Security is one , and any Exchange Securities issued in exchange for Initial Securities. The Original Securities, such additional Initial Securities and the Exchange Securities are treated as a single class of the Additional Securities referred to in securities under the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the each Subsidiary Guarantor to consolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or transfer its assets otherwise dispose of all or substantially as an entity. To guarantee the due and punctual payment all of the principal and interest on the Securities and all other amounts payable by Property of the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofsuch Subsidiary Guarantor.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12August 1, 2015 2014 (the “Indenture”), among the CompanyIssuers, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior subordinated unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuers. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Securities include such the Initial Securities, any Additional Securities, any PIK Securities and any Exchange Securities issued in exchange for the Initial Securities or any Additional Securities pursuant to the Indenture. The Initial Securities, any Additional Securities, any PIK Securities and the Original any Exchange Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of the Issuers and each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company Issuers under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12August 15, 2015 (the “Indenture”), 2001 among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "Act"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the Act for a statement of those terms. The Securities are unsecured and unsubordinated general unsecured, senior subordinated obligations of the Company. The Company unlimited in principal amount. [This Security is one may, subject to Article 4 of the Original Indenture, issue additional Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Initial Securities include such issued on the Issue Date, any Additional Securities and the Original all Exchange Securities or Private Exchange Securities issued in an aggregate principle amount of U.S.$[ ] previously issued exchange therefor will be treated as a single class for all purposes under the Indenture.] . The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Company and certain of its Subsidiaries, the payment of dividends and other distributions on the Capital Stock of the Company and certain of its Subsidiaries, the purchase or redemption of Capital Stock of the Company and of certain Capital Stock of such Subsidiaries, the sale or transfer of assets and Subsidiary stock, the creation of Liens and transactions with Affiliates. In addition, the Indenture limits the ability of the Company and certain of its Subsidiaries to restrict distributions and dividends from Subsidiaries. The Indenture also restricts the ability of the Company and the Subsidiaries to, among other things, create or incur Liens and enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor Subsidiary Guarantors to consolidate or merge with or into any other Person into, or convey to transfer all or transfer its substantially all their assets substantially as an entityto, another Person. To guarantee The Indenture also provides that the Subsidiary Guarantors will Guarantee the Securities pursuant to the Subsidiary Guarantees. The Subsidiary Guarantees will secure the due and punctual payment of the principal of and interest interest, if any, on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and whether at maturity, by acceleration or otherwise. The Subsidiary Guarantees will unconditionally guaranteed guarantee the Guaranteed Obligations on a senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12May 30, 2015 2008 (the “"Indenture”), ") among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Note Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ss.ss. 77aaa-77bbbb) as in effect on the date of the Indenture (th▇ "▇IA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in aggregate principal amountamount at any one time outstanding, subject to the conditions and in compliance with the covenants set forth in the Indenture. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]Indenture. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities referred pursuant to in the Indenture. The Securities include such Additional Original Securities and the Original Additional Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Parent, the Company and the Parent's Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Parent, the Company and the each Note Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest interest, if any, on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Note Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12July 7, 2015 2010 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. To the extent any provision of this Security conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Exchange Securities referred to in the Indenture. The Securities include such the Initial Securities, the Additional Securities and any Exchange Securities issued in exchange for the Original Initial Securities in an aggregate principle amount pursuant to the Indenture. The Initial Securities and Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the each Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal principal, premium, if any, and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has terms of the Securities and the Indenture, the Guarantors have, jointly and severally, irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12March 8, 2015 2013 (the “Indenture”), among the CompanyIssuer, Cencosud Retail S.A., as guarantor the Guarantors party thereto (the “GuarantorGuarantors”) and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuer. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]Indenture. The Securities include the Original Securities, any issued Add-On Securities and any Additional Exchange Securities that may be issued under in exchange for the Indenture.] [This Security is one of Original Securities or the Additional Add-On Securities referred pursuant to in the Indenture. The Securities include such Additional Original Securities, any Add-On Securities and the Original any Exchange Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company Issuer and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company Issuer under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12March 8, 2015 2013 (the “Indenture”), among the CompanyIssuer, Cencosud Retail S.A., as guarantor the Guarantors party thereto (the “GuarantorGuarantors”) and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuer. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Exchange Securities referred to in the Indenture. The Securities include such Additional the Original Securities, any issued Add-On Securities and any Exchange Securities issued in exchange for the Original Securities in an aggregate principle amount or the Add-On Securities pursuant to the Indenture. The Original Securities, any Add-On Securities and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company Issuer and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of Capital Stock of the Issuer and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of the Issuer and each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company Issuer under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Floating Rate Securities under an Indenture dated as of February March 12, 2015 2004 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Floating Rate Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Floating Rate Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Floating Rate Securities are unsecured and unsubordinated senior secured obligations of the Company unlimited in principal amountCompany. [This Floating Rate Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Floating Rate Securities referred to in the Indenture. The Floating Rate Securities include such Additional the Initial Floating Rate Securities and any Exchange Floating Rate Securities issued in exchange for Initial Floating Rate Securities pursuant to the Original Indenture and the Registration Rights Agreement. The Initial Floating Rate Securities, any Exchange Floating Rate Securities in an aggregate principle amount and all other Securities (including the Fixed Rate Securities) are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] ; provided, however, that in respect of any amendment, waiver, other modification or optional redemption by the Company that affects only the Fixed Rate Securities or the Floating Rate Securities, as the case may be, such affected series of Securities is treated as a single class under the Indenture. The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, sell assets, including shares of capital stock of the Restricted Subsidiaries, enter into or permit certain transactions with Affiliates and create or incur Liens and enter into Sale and Leaseback Transactionsmake asset sales. The Indenture also imposes limitations on the ability of each of the Company and the each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as property. Following the first day (the "Suspension Date") that (i) the Floating Rate Securities have an entity. To guarantee the due and punctual payment Investment Grade Rating from both of the principal Rating Agencies, and interest on (ii) no Default has occurred and is continuing under the Indenture, the Company and its Restricted Subsidiaries will not be subject to Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and Section 5.01(3) (collectively, the "Suspended Covenants") of the Indenture. In addition, the Company may elect to suspend the Subsidiary Guarantees, and the Company may also elect to release any or all of the Collateral from the Liens securing the Floating Rate Securities and all other amounts payable by Subsidiary Guarantees. Upon and following any Reversion Date, the Company under and its Restricted Subsidiaries shall again be subject to the Indenture Suspended Covenants with respect to future events, the Subsidiary Guarantees shall be reinstated and any Collateral that was released from Liens securing the Floating Rate Securities and Subsidiary Guarantees, as well as any Collateral acquired since the Suspension Date, shall be restored and pledged to secure the Floating Rate Securities and the Securities (including the payment of Additional Amounts) when and Subsidiary Guarantees, as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofapplicable.

Indenture. The Company issued the Securities under an Indenture dated as of February 12November 20, 2015 2012 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include will be Senior Debt under, and for purposes of, the Original Securities and any Senior Subordinated Notes.]2 The Company shall be entitled to issue Additional Securities that may be issued under the Indenture.] [This Security is one pursuant to Section 2.13 of the Additional Securities referred to in the Indenture. The Securities include such issued on the Closing Date and any Additional Securities and the Original Securities in an aggregate principle amount shall be treated as a single class for all purposes of U.S.$[ ] previously issued under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the Subsidiaries to, among other things, each Subsidiary Guarantor to create or incur Liens and enter into Sale and certain Sale/Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal of and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors have jointly and severally unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12December 18, 2015 2012 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Securities are senior unsecured and unsubordinated obligations of the Company. The Company unlimited in principal amount. [This Security is one shall be entitled, subject to its compliance with Section 4.03 of the Original Securities referred Indenture, to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any issue Additional Securities that may be issued under the Indenture.] [This Security is one pursuant to Section 2.13 of the Additional Securities referred to in the Indenture. The Securities include such issued on the Issue Date and any Additional Securities and the Original Securities in an aggregate principle amount shall be treated as a single class for all purposes of U.S.$[ ] previously issued under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, incur Indebtedness, make certain Investments and other Restricted Payments, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, make Asset Dispositions, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, engage in certain lines of business, create or incur Liens and enter into Sale and certain Sale/Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal of, and interest and Additional Interest, if any, on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors have jointly and severally unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuers issued the Securities under an Indenture indenture dated as of February 12November 22, 2015 2004 (the “"Indenture”), ") among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Issuers and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and Holders Securityholders are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. In the event of any conflict between the terms of this Security and the terms of the Indenture, the Indenture shall govern. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuers. [This Security is one The Issuers may issue Additional Securities of any series pursuant to the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]Indenture. The Securities include the Original Securities, any Additional Securities and any Exchange Securities issued in exchange for Initial Securities. With respect to each series of Securities, the Original Securities of such series, any Additional Securities that may be issued of such series and all Exchange Securities of such series are treated as a single class of securities under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company Issuers and the Restricted Subsidiaries to, among other things, create or incur Liens and or enter into Sale sale and Leaseback Transactionsleaseback transactions. The Indenture also imposes limitations on the ability of each the Issuers to convey, transfer or lease all or substantially all of the Company and the Guarantor to consolidate or merge with or into assets of any other Person or convey or transfer its assets substantially as an entity. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIssuer.

Indenture. The Company issued the Securities under an Indenture dated as of February 12July 7, 2015 2010 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. To the extent any provision of this Security conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountCompany. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Initial Securities referred to in the Indenture. The Securities include such Additional the Initial Securities and any Exchange Securities issued in exchange for Initial Securities pursuant to the Original Indenture. The Initial Securities in an aggregate principle amount and any Exchange Securities are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the each Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer lease all or substantially all of its assets substantially as an entityproperty. To guarantee the due and punctual payment of the principal principal, premium, if any, and interest interest, on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has terms of the Securities and the Indenture, the Guarantors have, jointly and severally, irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuer issued the Securities under an Indenture dated as of February 12August 8, 2015 2000 (the “"Indenture”"), among the Company, Cencosud Retail S.A.the Issuer, as guarantor (the “Guarantor”) Subsidiary Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "Act"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the Act for a statement of those terms. The Securities are general unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuer. [This Security is one The Issuer shall be entitled, subject to its compliance with Section 4.03 of the Original Securities referred Indenture, to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any issue Additional Securities that may be issued under the Indenture.] [This Security is one pursuant to Section 2.13 of the Additional Securities referred to in the Indenture. The Initial Securities include such issued on the Issue Date, any Additional Securities and the Original all Exchange Securities or Private Exchange Securities issued in an aggregate principle amount of U.S.$[ ] previously issued exchange therefor will be treated as a single class for all purposes under the Indenture.] . The Indenture imposes certain limitations on contains covenants that limit the ability of the Company to incur additional indebtedness; pay dividends or distributions on, or redeem or repurchase capital stock; make investments; issue or sell capital stock of subsidiaries; engage in transactions with affiliates; transfer or sell assets; guarantee indebtedness; restrict dividends or other payments of subsidiaries; and consolidate, merge or transfer all or substantially all of its assets and the Subsidiaries to, among other things, create or incur Liens and enter into Sale and Leaseback Transactionsassets of its subsidiaries. The Indenture also imposes limitations on contains covenants that limit the Issuer's ability to engage in business activities and its ability to use the proceeds from the issuance of each of the Company Securities. These covenants are subject to important exceptions and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entity. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofqualifications.

Indenture. The Company Holdings issued the Securities Senior Discount Notes under an Indenture dated as of February 12June 5, 2015 1998 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent Holdings and the Luxembourg Transfer AgentSenior Discount Notes Trustee. The terms of the Securities Senior Discount Notes include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. ▇▇.▇▇. 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities Senior Discount Notes are subject to all such terms, and Holders Senior Discount Noteholders are referred to the Indenture and the TIA for a statement of those terms. The Securities Senior Discount Notes are senior unsecured and unsubordinated obligations of Holdings limited to $87 million aggregate principal amount at maturity at any one time outstanding (subject to Section 2.07 of the Company unlimited in principal amountIndenture). [This Security Senior Discount Note is one of the Original Securities Initial Senior Discount Notes referred to in the Indenture issued in an aggregate principal amount at maturity of U.S.$[ ]$87 million. The Securities Senior Discount Notes include the Original Securities Initial Senior Discount Notes and any Additional Securities that may be Senior Discount Exchange Notes issued in exchange for Initial Senior Discount Notes. The Initial Senior Discount Notes and the Senior Discount Exchange Notes are treated as a single class of securities under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company Holdings and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake asset sales. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor Holdings to consolidate or merge with or into any other Person or convey convey, transfer or transfer its assets lease all or substantially as an entity. To guarantee the due and punctual payment all of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment property of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofHoldings.

Indenture. The Company issued the Securities under an Indenture dated as of February 12October 26, 2015 2009 (the “Indenture”), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) Subsidiary Guarantors named therein and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein in the Securities have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of those terms. The Securities are unsecured and unsecured, unsubordinated obligations of the Company unlimited Company. The Company’s obligations under the Securities are Guaranteed, subject to certain limitations, by the Subsidiary Guarantors pursuant to Subsidiary Guarantees, subject to release of the Subsidiary Guarantees as provided in principal amountthe Indenture or such Subsidiary Guarantee. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]$270,000,000. The Securities include the Original Securities and any Additional Securities, an unlimited aggregate principal amount of additional Initial Securities that may be issued under the Indenture.] [This Security is one , and any Exchange Securities issued in exchange for Initial Securities. The Original Securities, such additional Initial Securities and the Exchange Securities are treated as a single class of the Additional Securities referred to in securities under the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the each Subsidiary Guarantor to consolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or transfer its assets otherwise dispose of all or substantially as an entity. To guarantee the due and punctual payment all of the principal and interest on the Securities and all other amounts payable by Property of the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, the Guarantor has irrevocably and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofsuch Subsidiary Guarantor.

Indenture. The Company issued the Securities under an Indenture dated as of February 12September 22, 2015 1997 (the “"Indenture”"), among the Company, Cencosud Retail S.A., as guarantor (the “Guarantor”) LTV Steel and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Section Section 77aaa-77bbbb) as in effect on the date of the Indenture (the "TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Securities are general unsecured and unsubordinated obligations of the Company unlimited in limited to $300,000,000 aggregate principal amount. [This Security is amount at any one time outstanding (subject to Section 2.08 of the Original Indenture). The Securities referred to in include the Indenture Initial Securities issued in an aggregate principal amount of U.S.$[ ]$300,000,000 and any Exchange Securities issued in exchange for Initial Securities. The Securities include the Original Initial Securities and any Additional the Exchange Securities that may be issued are treated as a single class of securities under the Indenture.] [This Security is one of the Additional Securities referred to in the Indenture. The Securities include such Additional Securities and the Original Securities in an aggregate principle amount of U.S.$[ ] previously issued under the Indenture.] The Indenture imposes certain limitations on the ability of the Company and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor or LTV Steel to consolidate or merge with or into any other Person Person, or sell, transfer, assign, lease, convey or transfer otherwise dispose of all or substantially all of the Property of the Company or LTV Steel. Once the Company attains Investment Grade Status, certain of the covenants in the Indenture will no longer be applicable to the Company and its assets substantially as Restricted Subsidiaries, even if the Company ceases thereafter to have an entityInvestment Grade Rating. To guarantee Pursuant to the terms of the Indenture, LTV Steel has unconditionally guaranteed the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither the Company nor the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company Issuers issued the Securities under an Indenture dated as of February 12April 29, 2015 2009 (the “Indenture”), among the CompanyIssuers, Cencosud Retail S.A., as guarantor (the “Guarantor”) Guarantors and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the IndentureIndenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such termsterms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture and the TIA for a statement of those terms. such terms and provisions The Securities are senior unsecured and unsubordinated obligations of the Company unlimited in principal amountIssuers. [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]Indenture. The Securities include the Original Securities and Securities, any Additional Securities that may be (together with the Original Securities, the “Initial Securities”) and any Exchange Securities issued under in exchange for the Indenture.] [This Security is one of the Additional Initial Securities referred pursuant to in the Indenture. The Securities include such Additional Initial Securities and the Original any Exchange Securities in an aggregate principle amount are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the ability of the Company RBS Global and the its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of RBS Global and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and enter into Sale and Leaseback Transactionsmake Asset Sales. The Indenture also imposes limitations on the ability of the Issuers and each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey convey, transfer or transfer its assets lease all or substantially as an entityall of their property. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Company Issuers under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior unsecured basis. Neither basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.

Indenture. The Company issued the Securities under an Indenture dated as of February 12November 1, 2015 1996 (as it may be amended or supplemented from time to time in accordance with the “terms thereof, the "Indenture”"), among the Company, Cencosud Retail S.A., as guarantor the Subsidiary Guarantors named therein (the “Guarantor”"Subsidiary Guarantors") and the Trustee, as Trustee, Registrar, Paying Agent and Transfer Agent, the Luxembourg Paying Agent and the Luxembourg Transfer Agent. The terms of the Securities include those stated in the Indenture. Terms defined in Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the "Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Securities are subject to all such terms, and Holders Securityholders are referred to the Indenture and the Act for a statement of those terms. The Securities are general unsecured and unsubordinated senior subordinated obligations of the Company unlimited in limited to $400.0 million aggregate principal amountamount (subject to Section 2.7 of the Indenture). [This Security is one of the Original Securities referred to in the Indenture issued in an aggregate principal amount of U.S.$[ ]. The Securities include the Original Securities and any Additional Securities that may be issued under the Indenture.] [This Security is one of the Additional Securities Initial Notes referred to in the Indenture. The Securities include such Additional Securities the Initial Notes and any Exchange Notes issued in exchange for the Initial Notes pursuant to the Indenture and the Original Securities in an aggregate principle amount Registration Rights Agreement. The Initial Notes and the Exchange Notes are treated as a single class of U.S.$[ ] previously issued securities under the Indenture.] . The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Company and its Restricted Subsidiaries, the payment of dividends and other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the investments of the Company and its Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of the Company and the its Restricted Subsidiaries to, among other things, create or incur Liens to restrict distributions and enter into Sale and Leaseback Transactions. The Indenture also imposes limitations on the ability of each of the Company and the Guarantor to consolidate or merge with or into any other Person or convey or transfer its assets substantially as an entitydividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal and interest interest, if any, on the Securities and all other amounts payable by the Company under the Indenture and the Securities (including the payment of Additional Amounts) when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the Guarantor has irrevocably terms of the Securities and the Indenture, the Subsidiary Guarantors have, jointly 114 9 and severally, unconditionally guaranteed the Guaranteed Obligations such obligations on a senior unsecured basis. Neither subordinated basis pursuant to the Company nor terms of the Guarantor shall be required to make any notation on this Security to reflect any guarantee or any release, termination or discharge thereofIndenture.