Common use of Maintenance of Offices or Agencies Clause in Contracts

Maintenance of Offices or Agencies. The Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The Company hereby initially designates the Trustee as Paying Agent, Security Registrar and Conversion Agent, and each of the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) Liquidated Damages, if any), on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The Company hereby initially designates the Trustee as Paying Agent, Security Registrar and Conversion Agent, and each of the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Companylocated at 00 Xxxxx Xxxxxx, c/o Computer Share Trust Company of New York0xx Xxxxx, 00 Xxxxxxxx Xxxx XxxxxxEntrance, Xxx Xxxx, Xxx Xxxx XX 00000, Attention: Corporate Trust Services (Exult, Inc. 2.50% Convertible Senior Notes due October 1, 2010) as one such office or agency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain Issuer hereby appoints the Corporate Trust Office of the Trustee or such other office or agency of the Trustee as its agent in the Borough of Manhattan, The City of New York, an office where Securities may be presented or agency surrendered for payment, where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or exchange, where Securities may be surrendered for conversion, redemption or repurchase and where notices and demands to or upon the Issuer and the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain upon receipt forward any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served to the Company and the Issuer at the Corporate Trust Office or the office or agency of the Trustee address specified in the Borough of Manhattan, The City of New YorkSection 1.5(2). The Company Issuer may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company Issuer pursuant to the provisions of Section 10.39.3, the Company Issuer will maintain in the Borough State of ManhattanNew York, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Issuer and the Company in respect of the Securities and this Indenture may be served. The Company Issuer will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The Company hereby initially designates If at any time the Issuer shall fail to maintain any such required office or agency, or shall fail to furnish the Trustee as Paying Agentwith the address thereof, Security Registrar presentations and Conversion Agent, surrenders may be made and each of notices and demands may be served on the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposesTrustee.

Maintenance of Offices or Agencies. The Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where the Securities Notes may be surrendered for registration of transfer or exchange or for presentation for payment or for conversion, redemption conversion or repurchase and where notices and demands to or upon the Company in respect of the Securities Notes and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities Notes have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities Notes have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities Notes may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities Notes may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities Notes and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The Company hereby initially designates the Trustee as Paying Agent, Security Registrar and Conversion Agent, and each of the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain in hereby appoints the Borough Corporate Trust Office of Manhattanthe Trustee, The City of New Yorkwhere Securities may be presented or surrendered for payment, an office or agency where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or exchange, where Securities may be surrendered for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been -------- ------- delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.39.3, the Company will maintain in the Borough of ----------- Manhattan, The City of New York, York an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or ----------- termination of any such agents and of the location and any change in the location of any such office or agency. The If at any time the Company hereby initially designates shall fail to maintain any such required office or agency, or shall fail to furnish the Trustee as Paying Agentwith the address thereof, Security Registrar presentations and Conversion Agent, surrenders may be made and each of notices and demands may be served on the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposesTrustee.

Maintenance of Offices or Agencies. The Company will maintain hereby appoints the Corporate Trust Office of the Trustee or such other office or agency of the Trustee as its agent in the Borough of Manhattan, The City of New York, an office where Securities may be presented or agency surrendered for payment, where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or exchange, where Securities may be surrendered for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have -------- ------- been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.39.3, the Company will maintain in the Borough State of ManhattanMinnesota, ----------- County of Xxxxxx, The City of New YorkSt. Xxxx, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or ----------- termination of any such agents and of the location and any change in the location of any such office or agency. The If at any time the Company hereby initially designates shall fail to maintain any such required office or agency, or shall fail to furnish the Trustee as Paying Agentwith the address thereof, Security Registrar presentations and Conversion Agent, surrenders may be made and each of notices and demands may be served on the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposesTrustee.

Maintenance of Offices or Agencies. The As long as any of the Debentures remain outstanding, the Company will maintain an office or agency or offices or agencies in the Borough of Manhattan, The City and State of New York, an office or agency where the Securities Debentures may be presented for registration, transfer and exchange as in this 34 44 Indenture provided, and where the Debentures may be surrendered for registration of transfer or exchange or for presentation for payment or for conversionconversion as in this Indenture provided, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and Debentures or of this Indenture may be served, which shall initially and where the Debentures may be an presented for payment. Until otherwise designated by the Company in a notice to the Trustee, such office or agency for all of the above purposes shall be the Corporate Trust Office of the Trustee. The Company will give prompt written notice to the Trustee notice of the location, and any change in the location, of location of any of such office offices or agency not designated or appointed by the Trusteeagencies. If at any time In case the Company shall fail to maintain any such required an office or agency or offices or agencies for all such purposes or shall fail to furnish give such notice of any change in the Trustee with the address location thereof, such presentations, surrenders, notices presentations and demands may be made or and notices may be served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New YorkTrustee. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities Debentures have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, of and interest (including any Special Interest) on the Securities Debentures have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.35.04, the Company will maintain in the Borough of Manhattan, The the City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities Debentures may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities Debentures and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The Company hereby initially designates the Trustee as Paying Agent, Security Registrar and Conversion Agent, and each of the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain hereby appoints (a) the Corporate Trust Office of the Trustee as its agent in the Borough of Manhattan, The City of New York, an office where Securities may be presented or agency surrendered for payment, where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or exchange, where Securities may be surrendered for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; providedPROVIDED, howeverHOWEVER, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The If at any time the Company hereby initially designates shall fail to maintain any such required office or agency, or shall fail to furnish the Trustee as Paying Agentwith the address thereof, Security Registrar presentations and Conversion Agent, surrenders may be made and each of notices and demands may be served on the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposesTrustee.

Maintenance of Offices or Agencies. The Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of [the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000Trustee], where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The Company hereby initially designates the Trustee as Paying Agent, Security Registrar and Conversion Agent, and each of the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, located at _______________ as one such office or agency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain hereby appoints the Corporate Trust Office of the Trustee as its agent in Boston, Massachusetts and at State Street Bank and Trust Company, N.A., 61 Broadway in the Borough of Manhattan, The City of New York, an office where Securities may be presented or agency surrendered for payment, where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or exchange, where Securities may be surrendered for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; providedPROVIDED, howeverHOWEVER, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3SECTION 9.3, the Company will maintain in the Borough of Manhattan, The City of New York, or Boston, Massachusetts an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section SECTION 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The If at any time the Company hereby initially designates shall fail to maintain any such required office or agency, or shall fail to furnish the Trustee as Paying Agentwith the address thereof, Security Registrar presentations and Conversion Agent, surrenders may be made and each of notices and demands may be served on the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposesTrustee.

Maintenance of Offices or Agencies. The Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust CompanyNorwest Bank Minnesota, office National Association, an Affiliate of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000Trustee, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The Company hereby initially designates the Trustee as Paying Agent, Security Registrar and Conversion Agent, and each of the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Companylocated at 61 Bxxxxxxx, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 0000000000 xxxention: Corporate Trust Administration (Redback Networks Inc. 5% Convertible Subordinated Notes due April 1, 2007) as one such office or agency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain hereby appoints the Corporate Trust Office of the Trustee or such other office or agency of the Trustee as its agent in the Borough of Manhattan, The City of New York, an office where Securities may be presented or agency surrendered for payment, where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or exchange, where Securities may be surrendered for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain upon receipt forward any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served to the Company at the Corporate Trust Office or the office or agency of the Trustee address specified in the Borough of Manhattan, The City of New YorkSection 1.5(2). The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; providedPROVIDED, howeverHOWEVER, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, Accreted Value of and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.39.3, the Company will maintain in the Borough State of ManhattanNew York, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The If at any time the Company hereby initially designates shall fail to maintain any such required office or agency, or shall fail to furnish the Trustee as Paying Agentwith the address thereof, Security Registrar presentations and Conversion Agent, surrenders may be made and each of notices and demands may be served on the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposesTrustee.

Maintenance of Offices or Agencies. The Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) Liquidated Damages, if any, on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The Company hereby initially designates the Trustee as Paying Agent, Security Registrar and Conversion Agent, and each of the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 located at 000 Xxxx Xxxxxx, Xxxxx 0000, Xxx Xxxx, Xxx Xxxx 00000, attention: Corporate Trust Services (RealNetworks, Inc. Zero Coupon Convertible Subordinated Notes due July 1, 2010) as one such office or agency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Bank One Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000N.A., where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The Company hereby initially designates the Trustee as Paying Agent, Security Registrar and Conversion Agent, and each of the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 located at 000 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, attention: Corporate Trust Administration (AMERISOURCE HEALTH CORPORATION 5% Convertible Subordinated Notes due December 1, 2007) as one such office or agency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain hereby appoints the Corporate Trust Office of the Trustee as its agent in the Borough of Manhattan, The City of New York, an office where Securities may be presented or agency surrendered for payment, where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or exchange, where Securities may be surrendered for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have -------- ------- been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, of and premium, if any, and interest (including any Special InterestLiquidated Damages, if any) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.39.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000payment, where Securities may be surrendered for registration of transfer or exchange exchange, where Securities may be surrendered for conversion and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.61.5, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. If at any time the Company shall fail to maintain any such required office or agency in The Company hereby initially designates City of New York, or shall fail to furnish the Trustee as Paying Agentwith the address thereof, Security Registrar presentations and Conversion Agent, surrenders may be made and each of notices and demands may be served on and Securities may be surrendered for conversion to the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposesTrustee.

Maintenance of Offices or Agencies. The Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The Company hereby initially designates the Trustee as Paying Agent, Security Registrar and Conversion Agent, and each of the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxxlocated at 114 West 47th Street 25xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000-0000, as one such office or agency xxx xxxx xxxxxx xx xgency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain hereby appoints the Corporate Trust Office or such other office or agency of the Trustee as its agent in the Borough of Manhattan, The City of New York, an office where Securities may be presented or agency surrendered for payment, where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or exchange, where Securities may be surrendered for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.38.3, the Company will shall maintain in the Borough of ----------- Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will shall give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or ----------- termination of any such agents and of the location and any change in the location of any such office or agency. The If at any time the Company hereby initially designates shall fail to maintain any such required office or agency, or shall fail to furnish the Trustee as Paying Agentwith the address thereof, Security Registrar presentations and Conversion Agent, surrenders may be made and each of notices and demands may be served on the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposesOffice.

Maintenance of Offices or Agencies. The Company will maintain in the Borough of Manhattan, The City of New York, York an office or agency where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee Company in the Borough of Manhattan, The City of New YorkYork located at the address specified in the last paragraph of this Section 10.2. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, of and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust at the office or agency of the Company, office of the Trustee located at c/o Computer Share Trust Company the address specified in the last paragraph of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000this Section 10.2, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location location, and any change in the location location, in each case, in The City of New York, of any such office or agency. The Company hereby initially designates the Trustee as Paying Agent, Security Registrar and Conversion Agent, and each of the Corporate Trust Office of the Trustee and the office or agency of the Trustee Company in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 located at 000 Xxxx Xxxxxx, Xxxxx 0000, Xxx Xxxx, Xxx Xxxx XX 00000, Attention: Corporate Trust Services, as one such office or agency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) Liquidated Damages, if any), on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The Company hereby initially designates the Trustee as Paying Agent, Security Registrar and Conversion Agent, and each of the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Companylocated at 00 Xxxxx Xxxxxx, c/o Computer Share Trust Company of 0xx Xxxxx, Xxxxxxxx Xxxx Entrance, New York, 00 Xxxx XxxxxxNY 10041, Xxx XxxxAttention: Corporate Trust Services (Exult, Xxx Xxxx 00000Inc. 2.50% Convertible Senior Notes due October 1, 2010) as one such office or agency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain hereby appoints the Corporate Trust Office of the Trustee as its agent in the Borough of Manhattan, The City of New York, an office where Securities may be presented or agency surrendered for payment, where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or exchange, where Securities may be surrendered for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.39.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The If at any time the Company hereby initially designates shall fail to maintain any such required office or agency, or shall fail to furnish the Trustee as Paying Agentwith the address thereof, Security Registrar presentations and Conversion Agent, surrenders may be made and each of notices and demands may be served on the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposesTrustee.

Maintenance of Offices or Agencies. The Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New YorkYork located at the address specified in the last paragraph of this Section 10.2. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, at the office of the Trustee Trustee, located at c/o Computer Share Trust Company the address specified in the last paragraph of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000this Section 10.2, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location location, and any change in the location location, in each case, in the Borough of Manhattan, The City of New York, of any such office or agency. The Company hereby initially designates the Trustee as Paying Agent, Security Registrar and Conversion Agent, and each of the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Companylocated at 000 Xxxxxxx Xxxxxx, c/o Computer Share Trust Company of New York, 00 Xxxx XxxxxxNew York 10286, Xxx Xxxx, Xxx Xxxx 00000attention: Corporate Trust, as one such office or agency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or for conversion, [conversion,](56) redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment [and conversionconversion](57), which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000___________________, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The Company hereby initially designates the Trustee as Paying Agent, Security Registrar and Conversion Agent, and each of the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, amount of and interest (including any Special Interest) Interest on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington the Corporate Trust Company, office Office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000Trustee, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The Company hereby initially designates the Trustee as Paying Agent, Security Registrar and Conversion Agent, and each of the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at hereby appoints the Corporate Trust Office or of the Trustee in Los Angeles, California and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, as places where Securities may be presented or surrendered for payment, where Securities may be surrendered for registration of transfer or exchange, where Securities may be surrendered for conversion, and where notices and demands to or upon the Company in respect of the Securities and -72 this Indenture may be served, and where Securities may be surrendered for registration of transfer or exchange and where Securities may be surrendered for conversion. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The If at any time the Company hereby initially designates shall fail to maintain any such required office or agency, or shall fail to furnish the Trustee as Paying Agentwith the address thereof, Security Registrar presentations and Conversion Agent, surrenders may be made and each of the Corporate Trust Office of the Trustee notices and demands may be served on the office or agency of the Trustee in the Borough of Manhattan, The the City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain hereby appoints the Corporate Trust Office of the Trustee in Los Angeles, California and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, an office as places where Securities may be presented or agency surrendered for payment, where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or exchange, where Securities may be surrendered for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands where Securities may be made surrendered for registration of transfer or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New Yorkexchange and where Securities may be surrendered for conversion. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any, and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.3, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The If at any time the Company hereby initially designates shall fail to maintain any such required office or agency, or shall fail to furnish the Trustee as Paying Agentwith the address thereof, Security Registrar presentations and Conversion Agent, surrenders may be made and each of the Corporate Trust Office of the Trustee notices and demands may be served on the office or agency of the Trustee in the Borough of Manhattan, The the City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposes.

Maintenance of Offices or Agencies. The Company will maintain in hereby appoints the Borough Corporate Trust Office of Manhattanthe Trustee, The City of New Yorkwhere Securities may be presented or surrendered for payment, an office or agency where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or exchange, where Securities may be surrendered for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may be made or served at the Corporate Trust Office or the office or agency of the Trustee in the Borough of Manhattan, The City of New York. The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been -------- ------- delivered to the Trustee for cancellation, or moneys sufficient to pay the principal of, premium, if any (including the Make-Whole Payment, if any), and interest (including any Special Interest) on the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.39.3, the ----------- Company will maintain in the Borough of Manhattan, The City of New York, York an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.6, of the appointment or termination of any such agents and of the ----------- location and any change in the location of any such office or agency. The If at any time the Company hereby initially designates shall fail to maintain any such required office or agency, or shall fail to furnish the Trustee as Paying Agentwith the address thereof, Security Registrar presentations and Conversion Agent, surrenders may be made and each of notices and demands may be served on the Corporate Trust Office of the Trustee and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposesTrustee.

Maintenance of Offices or Agencies. The Company will maintain hereby appoints the Corporate Trust Office of the Trustee in _________________ and the office or agency of the Trustee in the Borough of Manhattan, The City of New York, an office as places where Securities may be presented or agency surrendered for payment, where the Securities may be surrendered for registration of transfer or exchange or for presentation for payment or exchange, where Securities may be surrendered for conversion, redemption or repurchase and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served, served (which shall initially be an office or agency of the Trustee. The Company will give prompt written notice to the Trustee of the location, and any change in the location, of such office or agency not designated or appointed by the Trustee. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, surrenders, notices and demands may shall be made or served at the Corporate Trust Office or the office or agency of promptly forwarded by the Trustee in to the Borough of Manhattan, The City of New YorkCompany). The Company may at any time and from time to time vary or terminate the appointment of any such agent or appoint any additional agents for any or all of such purposes; provided, however, that until all of the Securities have been delivered to the Trustee for cancellation, or moneys sufficient to pay the principal ofprincipal, premiumRedemption Price, Fundamental Change Redemption Price and interest, if any, and interest (including any Special Interest) on in respect of the Securities have been made available for payment and either paid or returned to the Company pursuant to the provisions of Section 10.310.03, the Company will maintain in the Borough of Manhattan, The City of New York, an office or agency where Securities may be presented or surrendered for 74 payment and conversion, which shall initially be Wilmington Trust Company, office of the Trustee located at c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, XX 00000, where Securities may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Company in respect of the Securities and this Indenture may be served. The Company will give prompt written notice to the Trustee, and notice to the Holders in accordance with Section 1.61.06, of the appointment or termination of any such agents and of the location and any change in the location of any such office or agency. The If at any time the Company hereby initially designates shall fail to maintain any such required office or agency, or shall fail to furnish the Trustee as Paying Agentwith the address thereof, Security Registrar presentations and Conversion Agent, surrenders may be made and each of the Corporate Trust Office of the Trustee notices and demands may be served on the office or agency of the Trustee in the Borough of Manhattan, The the City of New York, Wilmington Trust Company, c/o Computer Share Trust Company of New York, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as one such office or agency of the Company for each of the aforesaid purposes.