Common use of Optional Redemption Clause in Contracts

Optional Redemption. The 2008 Notes and the 2028 Debentures may be redeemed at any time at the option of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to (i) 100% of the principal amount of the applicable series of Senior Debt Securities, plus (ii) accrued interest to the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.

Optional Redemption. The 2008 Notes and Prior to March 15, 2033, the 2028 Debentures Issuer may be redeemed at any time at redeem the option of the Company2033 Notes, in whole or in part, at any time and from time to time time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (i) 100.0% of the principal amount of the 2033 Notes to be redeemed and (ii) (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the 2033 Make-Whole Redemption Date (assuming, in each case, that such 2033 Notes matured on the 2033 Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 45 basis points, less (b) interest accrued to the 2033 Make-Whole Redemption Date; plus, in either case, accrued and unpaid interest thereon to, but excluding, the 2033 Make-Whole Redemption Date (a “2033 Make-Whole Redemption”). The Issuer shall notify the Paying Agent of the 2033 Make-Whole Premium by delivering to the Paying Agent, on or before the applicable 2033 Make-Whole Redemption Date, an Officer’s Certificate showing the calculation thereof in reasonable detail, and neither the Trustee nor the Paying Agent shall have any responsibility for verifying or otherwise for such calculation. On or after the 2033 Par Call Date, the Issuer may redeem the 2033 Notes, in whole or in part, upon not less than 30 at any time and not more than 60 days' notice from time to the Holders thereoftime, on any date prior to maturity (the "Redemption Date") at a redemption price (the "Redemption Price") equal to (i) 100% of the principal amount of the applicable series of Senior Debt Securities2033 Notes being redeemed, plus (ii) accrued and unpaid interest to thereon to, but excluding, the Redemption Date (redemption date. Notwithstanding the foregoing, the payment of accrued but unpaid interest in connection with the redemption of the 2033 Notes is subject to the right rights of Holders a Holder of record of such Senior Debt Securities the 2033 Notes on the relevant a record date for the payment of interest whose Notes are to receive interest due be redeemed on an Interest Payment Date that is or after such record date but on or prior to the Redemption related Interest Payment Date to receive interest on such Interest Payment Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.

Optional Redemption. The 2008 Except as described below, the Series A Second Lien New Money Notes are not redeemable until September 15, 2020. On and after September 15, 2020, the 2028 Debentures Company may be redeemed at any time at the option redeem all or a part of the CompanySeries A Second Lien New Money Notes, in whole or from time to time (and, following any acceleration of the maturity of the Series A Second Lien New Money Notes on or after September 15, 2020, in partconnection with an Event of Default and/or in or in connection with a voluntary or involuntary Bankruptcy Event or otherwise, upon not less than 30 shall redeem all of the Series A Second Lien New Money Notes (and not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "Redemption Date"all such Series A Second Lien New Money Notes shall become due and payable)) at a price (the "Redemption Price") equal to (i) 100% of the aggregate principal amount of New Money Notes redeemed or accelerated plus accrued and unpaid interest, Indemnified Taxes, Additional Amounts and any other obligations, if any, on the Notes redeemed or accelerated to but excluding the applicable series of Senior Debt Securities, plus (ii) accrued interest to the Redemption Date (subject to the right rights of Holders of record of such Senior Debt Securities Notes on the relevant record date to receive interest due on an the relevant Interest Payment Date that is on or prior to the Redemption Date) plus the Redemption Fee. At any time or from time to time prior to September 15, 2020, the Company may also redeem all or a part of the Series A Second Lien New Money Notes (iiiand, following any acceleration of the maturity of the Series A Second Lien New Money Notes prior to September 15, 2020, in connection with an Event of Default and/or in or in connection with a voluntary or involuntary Bankruptcy Event or otherwise, shall redeem all of the Series A Second Lien New Money Notes (and all such Series A Second Lien New Money Notes shall become due and payable)) at a price equal to 104.25% of the aggregate principal amount of Series A Second Lien New Money Notes redeemed or accelerated plus accrued and unpaid interest, Indemnified Taxes, Additional Amounts and any other obligations, if any, on the Series A Second Lien New Money Notes redeemed or accelerated to but excluding the applicable Redemption Date (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant Interest Payment Date) plus the Make-Whole PremiumAmount. Except as described below, if anythe Series B Second Lien New Money Notes are not redeemable until December 15, 2020. In no event will On and after December 15, 2020, the Redemption Price Company may redeem all or a part of the Senior Debt Securities be less than Series B Second Lien New Money Notes, from time to time, (and, following any acceleration of the maturity of the Series B Second Lien New Money Notes on or after December 15, 2020, in connection with an Event of Default and/or in or in connection with a voluntary or involuntary Bankruptcy Event or otherwise, shall redeem all of the Series B Second Lien New Money Notes (and all such Series B Second Lien New Money Notes shall become due and payable)) at a price equal to 100% of the aggregate principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Series B Second Lien New Money Notes redeemed or accelerated plus accrued interest and unpaid interest, Indemnified Taxes, Additional Amounts and any other obligations, if any, on the Notes redeemed or accelerated to but excluding the applicable Redemption Date (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant Interest Payment Date) plus the Redemption Fee. The At any time or from time to time prior to December 15, 2020, the Company may also redeem all or a part of the Series B Second Lien New Money Notes (and, following any acceleration of the maturity of the Series B Second Lien New Money Notes prior to December 15, 2020, in connection with an Event of Default and/or in or in connection with a voluntary or involuntary Bankruptcy Event or otherwise, shall redeem all of the Series B Second Lien New Money Notes (and all such Series B Second Lien New Money Notes shall become due and payable)), at a price equal to 104.25% of the aggregate principal amount of Series B Second Lien New Money Notes redeemed or accelerated plus accrued and unpaid interest, Indemnified Taxes, Additional Amounts and any other obligations, if any, on the Series B Second Lien New Money Notes redeemed or accelerated to but excluding the applicable Redemption Date (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant Interest Payment Date) plus the Make-Whole Premium will Amount. 150 At any time and from time to time, the Company may redeem all or a part of the Exchange Notes (and, following any acceleration of the maturity of the Exchange Notes at any time, in connection with an Event of Default and/or in or in connection with a voluntary or involuntary Bankruptcy Event or otherwise, shall redeem all of the Exchange Notes (and all such Exchange Notes shall become due and payable)) at a price equal to 100% of the aggregate principal amount of Exchange Notes redeemed or accelerated plus accrued and unpaid interest, Indemnified Taxes, Additional Amounts and any other obligations, if any, on the Notes redeemed or accelerated to but excluding the applicable Redemption Date (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant Interest Payment Date). Notwithstanding anything to the contrary in the Note Documents, for as long as any New Money Notes remain Outstanding, Exchange Notes shall not be calculated by an independent investment banking institution redeemed or repurchased, including, for the avoidance of national standing appointed by the Companydoubt, pursuant to any privately negotiated transactions, open market purchases or tender offers; provided, however, that if this Section 1103 shall not prohibit the Company fails to make such appointment at least 45 business days prior to from (i) making a Change of Control Offer or Specified Offer (and any related repurchase of Notes) as required by and in accordance with the Redemption Date, provisions of Sections 1010 or if the institution so appointed is unwilling 1015 of this Indenture or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If ii) redeeming all (but not less than all all) of the Senior Debt Securities outstanding Notes in accordance with the provisions of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000this Section 1103.

Optional Redemption. The 2008 Notes and Prior to December 1, 2015, the 2028 Debentures may be redeemed Company may, at any time at the option of the Companyits option, in whole or from time redeem up to time in part, upon not less than 30 and not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to (i) 10035% of the aggregate principal amount of Notes issued under the applicable series Indenture at a Redemption Price equal to 106.25% of Senior Debt Securitiesthe aggregate principal amount thereof, plus (ii) accrued and unpaid interest to thereon, if any, to, but not including, the Redemption Date (Date, subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an the relevant Interest Payment Date, with the net proceeds of one or more Equity Offerings of the Company; provided that at least 65% of the sum of the aggregate principal amount of Notes originally issued under the Indenture on the Issue Date remains outstanding immediately after the occurrence of each such redemption; provided, further, that is on each such redemption occurs within 90 days of the date of closing of each such Equity Offering. The Company may also redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice mailed by first class mail to each Holder’s registered address, at a Redemption Price equal to the greater of (a) 100% of the principal amount of Notes redeemed, plus accrued and unpaid interest thereon to, but not including, the Redemption Date, and (b) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes from the Redemption Date to, but not including, the maturity date of the Notes (computed using a discount rate equal to the Treasury Rate as of such Redemption Date plus 50 basis points), plus accrued and unpaid interest to, but not including, the Redemption Date. The Company will be entitled, at its option, to redeem the Notes in whole if at any time it becomes obligated to pay additional amounts on the Notes on the next interest payment date with respect to the Notes, but only if its obligation results from a change in, or an amendment to, the laws or treaties (iiiincluding any regulations or official rulings promulgated thereunder) of a Make-Whole PremiumRelevant Tax Jurisdiction (or a political subdivision or taxing authority thereof or therein), or from a change in any official position regarding the interpretation, administration or application of those laws, treaties, regulations or official rulings (including a change resulting from a holding, judgment or order by a court of competent jurisdiction), that becomes effective and is announced after the Issue Date (or, if anythe applicable Relevant Tax Jurisdiction became a Relevant Tax Jurisdiction on a date after the Issue Date, such later date) and provided the Company cannot avoid the obligation after taking reasonable measures to do so. In no event If the Company redeems the Notes in these circumstances, it will the do so at a Redemption Price of the Senior Debt Securities be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being Notes redeemed, respectively, plus accrued interest and unpaid interest, if any, and any other amounts due to the applicable Redemption Dateredemption date. The Make-Whole Premium will If the Company becomes entitled to redeem the Notes in these circumstances, it may do so at any time on a redemption date of its choice. However, the Company must give the Holders of the Notes being redeemed notice of the redemption not less than 30 days or more than 60 days before the redemption date and not more than 90 days before the next date on which it would be calculated obligated to pay additional amounts. In addition, the Company’s obligation to pay additional amounts must remain in effect when it gives the notice of redemption. Notice of the Company’s intent to redeem the Notes shall not be effective until such time as it delivers to the Trustee both a certificate signed by two of its officers stating that the obligation to pay additional amounts cannot be avoided by taking reasonable measures and an opinion of independent legal counsel or an independent investment banking institution auditor stating that the Company is obligated to pay additional amounts because of national standing appointed by an amendment to or change in law, treaties or position as described in the preceding paragraph. In addition to the Company; provided’s rights to redeem Notes as set forth above, that if the Company fails to make such appointment may at least 45 business days prior to the Redemption Dateany time purchase Notes in open-market transactions, tender offers or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000otherwise.

Optional Redemption. The 2008 Notes and Prior to April 30, 2026 (the 2028 Debentures may be redeemed “Par Call Date”), the Securities are subject to redemption at the Company’s option, at any time at the option of the Companyand from time to time, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice at a Redemption Price equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to (i) greater of: • 100% of the principal amount to be redeemed plus accrued and unpaid interest thereon to, but excluding, the redemption date, and • the sum, as determined by an Independent Investment Banker, of the present values of the remaining scheduled payments of principal and interest on the Securities to be redeemed (exclusive of interest accrued to the redemption date) discounted to the redemption date on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) through the Par Call Date at the applicable series of Senior Debt SecuritiesTreasury Rate plus 50 basis points, plus (ii) accrued and unpaid interest to on the Redemption Date (principal amount being redeemed to, but excluding, the redemption date. On or after the Par Call Date, the Securities are subject to redemption at the right of Holders of record of such Senior Debt Securities on the relevant record date Company's option, at any time and from time to receive interest due on an Interest Payment Date that is on time, in whole or prior to the Redemption Date) plus (iii) in part, at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than equal to 100% of the principal amount to be redeemed plus accrued and unpaid interest thereon to, but excluding, the redemption date. Notice of any redemption shall be delivered at least 10 days but not more than 60 days before the redemption date to each registered Holder of the applicable series Securities to be redeemed. If money sufficient to pay the Redemption Price of Senior Debt all of the Securities being redeemed(or portions thereof) to be redeemed on the redemption date is deposited with the Trustee or Paying Agent on or before the redemption date, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if and unless the Company fails to make such appointment at least 45 business days prior to defaults in payment of the Redemption DatePrice, on and after the redemption date, interest shall cease to accrue on the Securities or if portions of the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Securities called for redemption. If less fewer than all of the Senior Debt Securities of a series are to be redeemed, and such Securities are at the time represented by a Global Security, the Depositary shall select by lot the particular interests to be Global Note redeemed. If the Company elects to redeem fewer than all of the Securities, and any of such Securities are not represented by a Global Security, then the Trustee will shall select the Senior Debt particular Securities to be redeemed in a manner it deems appropriate and fair (and the Depositary shall select by such method as lot the Trustee shall deem fair and appropriateparticular interests in any Global Security to be redeemed), subject to the Depositary’s applicable procedures. The Trustee Company may select for at any time, and from time to time, purchase the Securities at any price or prices in the open market or otherwise. Any redemption Senior Debt Securities or notice of any redemption (including the amount of notes redeemed and portions of Senior Debt Securities in conditions precedent applicable to different amounts of whole multiples notes redeemed) may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of $1,000an equity offering, other offering, issuance of indebtedness or other transaction or event. Notice of any redemption in respect thereof may be given prior to the completion thereof and may be partial as a result of only some of the conditions being satisfied. If such redemption or notice is subject to satisfaction of one or more conditions precedent, such notice shall state that, in the Company’s discretion, the redemption date may be delayed until such time (including more than 60 days after the date the notice of redemption was delivered) as any or all such conditions shall be satisfied (or waived by the Company in its sole discretion), or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied (or waived by the Company in its sole discretion) by the redemption date, or by the redemption date so delayed. In addition, the Company may provide in such notice that payment of the redemption price and performance of the Company’s obligations with respect to such redemption may be performed by another Person.

Optional Redemption. The 2008 Notes and the 2028 Debentures may Securities will be redeemed at any time subject to redemption at the option of the CompanyCompany on any date (the “Make-Whole Redemption Date”) prior to November 16, 2028 (three months prior to the maturity date) (the “Par-Call Date”), in whole or from time to time in part, upon in €1,000 increments (provided that any remaining principal amount thereof shall be at least the minimum authorized denomination thereof), on written notice given to the Holders thereof not less than 30 and not 10 days nor more than 60 days' notice 90 days prior to the Holders thereof, on any date prior to maturity (the "Make-Whole Redemption Date") Date at a redemption price (the "Redemption Price") equal to the greater of (i) 100% of the principal amount of the applicable series of Senior Debt Securities, plus such Securities to be redeemed and (ii) accrued interest an amount equal to the sum of the present values of the remaining scheduled payments of principal and interest thereon due on any date after the Make-Whole Redemption Date, assuming that the Securities matured on the Par-Call Date (based on the original interest and excluding the portion of interest that will be accrued and unpaid to and including the Make-Whole Redemption Date) discounted to the Make-Whole Redemption Date on an annual basis (ACTUAL/ACTUAL (ICMA)) at the Comparable Government Bond Rate plus 15 basis points, plus, in either the case of clause (i) or clause (ii), accrued and unpaid interest thereon to but excluding the Make-Whole Redemption Date. In addition, the Securities will be subject to redemption at the right option of Holders of record of such Senior Debt Securities the Company on the relevant record any date to receive interest due on an Interest Payment Date that is (a “Par Redemption Date”) on or after the Par-Call Date, in whole or from time to time in part, in €1,000 increments (provided that any remaining principal amount thereof shall be at least the minimum authorized denomination thereof), on written notice given to the Holders thereof not less than 10 days nor more than 90 days prior to the Par Redemption Date) plus (iii) Date at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than redemption price equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed (the “Par Redemption Price”), plus accrued and unpaid interest and Special Interest, if any, thereon to but excluding the Par Redemption Date. This Security is also subject to redemption to the extent provided in Article XIV of the Indenture. Any notice of redemption delivered to Holders pursuant to the terms of this Security, the Base Indenture and the Seventeenth Supplemental Indenture may be subject to the satisfaction of one or more conditions precedent established by the Company in its discretion. If the giving of the notice of redemption is completed as provided in the Indenture, interest on such method Securities or portions of Securities shall cease to accrue on and after the Make-Whole Redemption Date or Par Redemption Date, as applicable, unless the Trustee Company shall deem fair default in the payment of such Make-Whole Redemption Price or Par Redemption Price, as applicable, and appropriateaccrued interest with respect to any such Security or portion thereof. The Trustee may select for Company shall not be required to make mandatory redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000or sinking fund payments with respect to the Securities.

Optional Redemption. The 2008 Notes and the 2028 Debentures may be redeemed at any time at the option of the ------------------- Company, in whole or in part, at any time and from time to time on or after April 15, 1999, at the following Redemption Prices (expressed in part, upon not less than 30 and not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to (i) 100% percentages of the principal amount of the applicable series of Senior Debt Securitiesamount), plus (ii) accrued interest and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Regular Record Date that is on or prior to the Redemption Date to receive interest due on an Interest Payment Date) plus (iii) a Make-Whole Premium), if any. In no event will redeemed during the Redemption Price 12-month period commencing April 15 of each of the Senior Debt Securities be less than 100years set forth below: Redemption Year Price ---- -------------- 1999 103.000% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). 2000 102.000% 2001 101.000% 2002 and thereafter 100.000% If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities particular Notes to be redeemed shall be selected by the Trustee in compliance with the requirements of the principal national securities exchange, if any, on which such Notes are listed, or, if such Notes are not so listed by lot or by such other method as the Trustee it its sole discretion shall deem to be fair and appropriate; provided, however, that no Note of $1000 in principal amount or less shall be redeemed in part. The Trustee If any Note is to be redeemed in part only, the notice of redemption relating to such Note shall state the portion of the principal amount thereof to be redeemed. Notice of a redemption will be mailed, first-class postage prepaid, at least 30 days but not more than 60 days before the Redemption Date to each Holder to be redeemed at such Holder's last address as it appears in the Note Register. Notes in original denominations larger than $1,000 may select for redemption Senior Debt Securities and portions of Senior Debt Securities be redeemed in amounts of whole part in integral multiples of $1,000. On and after the Redemption Date, interest ceases to accrue on Notes or portions of Notes called for redemption, unless the Company defaults in the payment of the Redemption Price.

Optional Redemption. The 2008 Notes and Company may, at its option, redeem the 2028 Debentures may be redeemed at any time at the option of the CompanyNotes, in whole or in part, at any time and from time to time in partprior to April 15, upon not less than 30 and not more than 60 days' notice 2032 (the date that is 3 months prior to the Holders thereof, on any date prior to maturity Stated Maturity of the principal of the Notes) (the "Redemption “Par Call Date") ”), at a price Redemption Price (the "Redemption Price"expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of (i1) (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the Redemption Date (assuming the Notes matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year of twelve 30-day months) at the Treasury Rate plus 35 basis points, less (b) interest accrued to the Redemption Date, and (2) 100% of the principal amount of Notes to be redeemed, plus, in either case, accrued and unpaid interest, if any, on the applicable series of Senior Debt SecuritiesNotes being redeemed to, plus (ii) accrued interest to but excluding, the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date Regular Record Date to receive interest due on an any Interest Payment Date that is on or prior to the Redemption Date) plus (iii) ). On or after the Par Call Date, the Company may redeem the Notes, in whole or in part, at any time and from time to time, at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, redeemed plus accrued interest and unpaid interest, if any, on the Notes being redeemed to, but excluding, the Redemption Date (subject to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution right of national standing appointed by Holders of record on the Company; provided, relevant Regular Record Date to receive interest due on any Interest Payment Date that if the Company fails to make such appointment at least 45 business days is on or prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all Any redemption or notice thereof pursuant to Section 2.06 of the Senior Debt Securities Thirty-Eighth Supplemental Indenture may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of a series are to be redeemedan equity offering, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions other offering, issuance of Senior Debt Securities in amounts of whole multiples of $1,000indebtedness or other transaction or event.

Optional Redemption. The 2008 Notes and the 2028 Debentures Issuer may be redeemed at any time at the its option of the Companyredeem this Note, in whole or in part, at any time or from time to time in part, upon not less than 30 and not more than 60 days' notice to the Holders thereoftime, on any date prior to maturity (the "Redemption Date") Stated Maturity, upon notice as set forth in Section 4.2 of the Supplemental Indenture, at a price (the "Redemption Price") Price equal to the greater of (i1) 100% of the principal amount of the Notes to be redeemed or (2) the sum of the present values of the Remaining Scheduled Payments (as defined in the Supplemental Indenture) of the Notes being redeemed discounted, on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months), at the applicable series of Senior Debt SecuritiesReinvestment Rate, plus in each case accrued and unpaid interest thereon, if any (ii) accrued interest to including Additional Interest, if any), to, but not including, the Redemption Date (subject to as defined in the right of Holders of record of such Senior Debt Securities on Supplemental Indenture); provided that if the relevant record date to receive interest due on an Interest Payment Redemption Date that is on or after [•] (three months prior to the Redemption Date) plus (iii) a Make-Whole PremiumStated Maturity of the Notes), if any. In no event will the Redemption Price of the Senior Debt Securities for such Notes will be less than equal to 100% of the aggregate principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, plus accrued and unpaid interest to thereon, if any (including Additional Interest, if any), to, but not including, the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to On and after the Redemption Date, interest (including Additional Interest, if applicable) shall cease to accrue on Notes or if portions of Notes called for redemption, unless the institution so appointed is unwilling or unable to make such calculation, such calculation Issuer defaults in the payment of the Redemption Price. Notice of redemption will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed given by the Trustee (Issuer to the Holders as provided in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000Supplemental Indenture.

Optional Redemption. The 2008 Fixed Rate Notes: Each series of the Fixed Rate Notes and the 2028 Debentures may be redeemed at any time at prior to the option of applicable Par Call Date (as set forth in the Companytable below), in as a whole or in part, at our option, at any time and from time to time in parton at least 10 days’, upon not less than 30 and but not more than 60 40 days' ’, prior notice at a make-whole call equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of (i) 100% of the principal amount of the applicable Fixed Rate Notes of such series of Senior Debt Securities, plus to be redeemed or (ii) accrued the sum of the present values of the remaining scheduled payments of principal and interest discounted to the Redemption Date redemption date, on a semiannual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders the Treasury rate plus a number of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior basis points equal to the Redemption Date) plus (iii) a applicable Make-Whole PremiumSpread (as set forth in the table below), if anyin each case as further described in the Preliminary Prospectus Supplement. In no event will the Redemption Price Each series of the Senior Debt Securities Fixed Rate Notes may be less redeemed at any time on or after the applicable Par Call Date, as a whole or in part, at our option, at any time and from time to time on at least 10 days’, but not more than 40 days’, prior notice at a redemption price equal to 100% of the principal amount of such series of the Fixed Rate Notes to be redeemed. Accrued interest but unpaid will be payable to the redemption date. Series Par Call Date Make-Whole Spread 2024 Notes March 25, 2022 10 bps 2026 Notes March 25, 2023 15 bps Floating Rate Notes: The Floating Rate Notes may be redeemed at any time on or after March 25, 2022, as a whole or in part, at our option, at any time and from time to time on at least 10 days’, but not more than 40 days’, prior notice at a redemption price equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are Floating Rate Notes to be redeemed, . Accrued interest but unpaid will be payable to the Trustee will select the Senior Debt Securities redemption date. TAX GROSS UP: Comparable to be redeemed by such method as the Trustee shall deem fair and appropriateprior AT&T transactions. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000TAX CALL: Comparable to prior AT&T transactions.

Optional Redemption. The 2008 Beginning on or after [March 24]4, 2022, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 10 days, upon not less than 30 and but not more than 60 days' , prior notice electronically delivered or mailed to each registered Holder of the Notes (the “Redemption Date”). 4 Note that this date on the execution version of the supplemental indenture will be 181 days after the settlement date of the exchange offer. If any or all of the Notes are redeemed on or after [March 24]5, 2022 and before March 2, 2024, the Redemption Price will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date), assuming that such Notes matured on March 2, 2024, discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 15 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium. If any or all of the Notes are redeemed on or after March 2, if any. In no event will 2024, the Redemption Price of (calculated by the Senior Debt Securities Company) will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be electronically delivered or mailed at least 10 days but not more than 60 days before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 5 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date. 5 Note that this date on the execution version of Senior Debt Securities in amounts the supplemental indenture will be 181 days after the settlement date of whole multiples of $1,000the exchange offer.

Optional Redemption. The 2008 Except as set forth below in this Paragraph 7 or under Paragraphs 8, 10 and 11, none of the 2034 Notes and the 2028 Debentures may will be redeemed at redeemable prior to January 3, 2034. At any time prior to January 3, 2034, the Issuer may redeem the 2034 Notes at the option of the Companyits option, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a redemption price (the "Redemption Price"expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of (ia) 100% of the principal amount thereof and (b) (i) the sum of the applicable series present values of Senior Debt Securitiesthe remaining scheduled payments if principal and interest thereon discounted to the redemption date (assuming the Notes to be redeemed are scheduled to mature on January 3, 2034) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus the Applicable Basis Points less (ii) interest accrued to the date of redemption, plus, in either case, accrued and unpaid interest thereon and Additional Amounts, if any, to, but excluding, the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date). On or after January 3, 2034, the Issuer may redeem the 2034 Notes, in whole or in part, at any time and from time to time, at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest and Additional Amounts, if any, to, but excluding, the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior the relevant interest payment date). If and so long as the 2034 Notes are admitted to the Redemption Date) plus (iii) a Make-Whole PremiumGlobal Exchange Market of Euronext Dublin, if any. In no event will and the Redemption Price rules of the Senior Debt Securities be less than 100% Global Exchange Market of Euronext Dublin so require, in the event that the Issuer effects an optional redemption of the 2034 Notes, the Issuer will inform the Companies Announcement Office of Euronext Dublin of such optional redemption and confirm the aggregate principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium 2034 Notes that will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make remain outstanding following such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000redemption.

Optional Redemption. The 2008 Except as set forth in the following paragraph, the Notes and the 2028 Debentures may not be redeemed prior to June 1, 2000. During the period from June 1, 2000 to May 31, 2002, the Company may redeem all but not less than all of the Notes if the Closing Price (as defined in the Indenture) of the Common Stock (as defined in the Indenture) equals or exceeds 150% of the conversion price of the Notes for a period of 30 consecutive days, at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, Additional Amounts, if any, and Special Interest, if any, to the applicable Redemption Date, and any time other amounts due in respect thereof but not including any amount on account of any Reset Penalty (as defined below). Thereafter, the Notes will be subject to redemption at the option of the Company, in whole or from time to time in part, upon not less than 30 and not calendar days' nor more than 60 calendar days' notice, at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon (if any), Additional Amounts (if any) and Special Interest (if any) to the applicable Redemption Date, and any amounts due in respect thereof. No amount shall be paid in respect of any Reset Penalty upon any redemption, offer to purchase or other acquisition except in respect of a record date for the Reset Penalty, which has passed. The Notes may be redeemed, at the option of the Company, in whole but not in part, upon not less than 30 or more than 60 calendar days' notice to the Holders thereofin accordance with the terms of the Indenture, on any date prior to maturity (the "Redemption Date") at a redemption price (the "Redemption Price") equal to (i) 100% of the principal amount of thereof, plus accrued and unpaid interest, if any (including Additional Amounts, if any, and Special Interest, if any), to the applicable series of Senior Debt Securities, plus (ii) accrued interest to the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date Record Date to receive interest (including Additional Amounts, if any, and Special Interest, if any), due on an the Interest Payment Date that is on or prior to the Redemption Date) plus and any other amounts due if, as a result of any change in or amendment to the laws or the regulations or rulings promulgated thereunder of Canada, Cyprus, the Russian Federation or any other jurisdiction with which the Company or any Guarantor has any connection (iiiother than a connection arising as a result of a continuance or a merger or consolidation of the Company with or into a newly formed corporation solely for the purpose of moving the Company's domicile out of Canada) a Make-Whole Premiumor any political subdivision thereof or any authority thereof or having power to tax therein, or any change in the application or official interpretation of such laws or regulations, or any change in administrative policy or assessing practice of the applicable taxing authority, which change or amendment becomes effective on or after May 24, 1996, the Company or the Guarantors (if anythe Guarantees are called) are or would be required on the next succeeding Interest Payment Date to pay Additional Amounts with respect to the Notes or the Guarantees and the payment of such Additional Amounts cannot be avoided by the use of any reasonable measures available to the Company or the Guarantors, as the case may be. In The Company will also pay to holders on the Redemption Date any Additional Amounts payable in respect of the period ending on the Redemption Date. Prior to the publication of any notice of redemption pursuant to this provision, which in no event will the Redemption Price of the Senior Debt Securities be less given earlier than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business 90 days prior to the Redemption Dateearliest date on which the Company or the Guarantors, or if as the institution so appointed is unwilling or unable case may be, would be required to make pay such calculationAdditional Amounts were a payment in respect of the Notes then due, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable the Company shall deliver to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any i) an Officers' Certificate stating that the obligation to pay such caseAdditional Amounts cannot be avoided by the Company or the Guarantors, as the case may be, taking -7- 168 reasonable measures and (ii) an "Independent Investment Banker"). If less than all Opinion of Counsel, independent of the Senior Debt Securities Company and the Guarantors and approved by the Trustee, to the effect that the Company or the Guarantors have or will become obligated to pay such Additional Amounts as a result of a series are such change or amendment. Such notice, once delivered by the Company to the Trustee, will be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriateirrevocable. The Trustee may select for redemption Senior Debt Securities shall accept such Officers' Certificate and portions Opinion of Senior Debt Securities Counsel as sufficient evidence of the satisfaction of the condition precedent set forth in amounts of whole multiples of $1,000clauses (i) and (ii) above, in which event it shall be conclusive and binding on the Holders.

Optional Redemption. The 2008 Notes SAILS are not redeemable by the Company prior to August 1, 1998. At any time on or after August 1, 1998 and before Final Maturity, the 2028 Debentures may Company may, at its option, redeem up to fifty percent (50%) of the then Outstanding SAILS upon mailing of notice of such redemption to Holders of SAILS to be redeemed at any time at the option of the Company, in whole or from time to time in part, upon not less than 30 and not nor more than 60 days' notice days prior to the date fixed for redemption by the Company (the “Optional Redemption Date”), in accordance with the terms of the Indenture; provided, however, that the Company shall have the right to redeem the SAILS on only one occasion prior to Final Maturity. Upon such redemption, the Company will deliver to the Holders thereofthereof in exchange for each of the SAILS so redeemed, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to (i) 100% subject to Section 1301(d), a number of shares of INSO Common Stock at the principal amount of the applicable series of Senior Debt Securities, plus Exchange Rate and (ii) cash in an amount equal to all accrued and unpaid interest thereon to the Optional Redemption Date; provided, however , that if the Optional Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due falls on an Interest Payment Date that is or between a Regular Record Date and the next succeeding Interest Payment Date, then the interest payable on or prior such Interest Payment Date shall be paid to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will Holder of record on the Redemption Price of the Senior Debt Securities be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption next preceding Regular Record Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by On and after the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Optional Redemption Date, all rights of the Holders of the SAILS called for redemption will terminate except the right to receive, for each SAILS redeemed, a number of shares of INSO Common Stock or, at the Company’s option, cash pursuant to Section 1301(d), unless the Company defaults on such redemption or if the institution so appointed is unwilling or unable to make such calculation, such calculation payment. No fractional shares of INSO Common Stock will be made by Merrxxx Xxxchissued on the Optional Redemption Date, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (as provided in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000Section 1302.

Optional Redemption. The 2008 Notes and the 2028 Debentures may will be redeemed at any time redeemable at the option of the Company, in whole at any time or in part from time to time in parttime, upon not less than on at least 30 and but not more than 60 days' notice to ’ prior notice. If the Holders thereof, on any date Notes are redeemed prior to maturity (October 15, 2023, the "Redemption Date") at a price (Price for the "Redemption Price") Notes to be redeemed will equal to the greater of: (i) 100% of their principal amount, and (ii) the present value of the Remaining Scheduled Payments on the Notes being redeemed on the Redemption Date, discounted to the Redemption Date, on a semi-annual basis, at the Treasury Rate plus 50 basis points (0.50%), plus, in each case, accrued and unpaid interest, if any, on such Notes to the Redemption Date. If the Notes are redeemed on or after October 15, 2023, the Redemption Price for the Notes to be redeemed will equal 100% of the principal amount of the applicable series of Senior Debt Securitiessuch Notes, plus (ii) accrued interest to the Redemption Date (subject to the right of Holders of record of and unpaid interest, if any, on such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior Notes to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will determining the Redemption Price and accrued interest, interest shall be calculated on the basis of a 360-day year consisting of twelve 30-day months. Notice of redemption will be mailed at least 30 days but not more than 60 days before the Senior Debt Securities Redemption Date to each Holder of Notes to be less redeemed at his registered address. Notes in denominations larger than 100% of $1,000 may be redeemed in part. On and after the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution , interest ceases to accrue on Notes or portions of national standing appointed by the Companythem called for redemption; provided, provided that if the Company fails shall default in the payment of such Note at the redemption price together with accrued interest, interest shall continue to make such appointment accrue at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed rate borne by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000Notes.

Optional Redemption. The 2008 Notes and the 2028 Debentures may shall be redeemed at any time redeemable at the option of the CompanyIssuer, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice at any time prior to August 15, 2030 (three months prior to the Holders thereofstated maturity of the Notes)(the “Par Call Date”), on any date prior at a Redemption Price equal to maturity (the "greater of the following amounts, plus, in each case, accrued and unpaid interest thereon to, but not including, the Redemption Date") at a price (the "Redemption Price") equal to : (i) 100% of the aggregate principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed on the Redemption Date, plus or (ii) as determined by the Independent Investment Banker, the sum of the present values of the Remaining Scheduled Payments (not including any portion of payments of interest accrued interest as of the Redemption Date) discounted to the Redemption Date on a semi-annual basis at the Treasury Rate plus 0.300% (subject 30 basis points). The Redemption Price shall be calculated assuming a 360- day year consisting of twelve 30-day months. On or after August 15, 2030 (three months prior to the right stated maturity of Holders the Notes), the Issuer may redeem the Notes at its option, either in whole or in part, at a Redemption Price equal to 100%, plus, in each case, accrued and unpaid interest thereon to, but not including, the Redemption Date. Notwithstanding the foregoing, installments of record of such Senior Debt Securities interest on the relevant record date to receive interest Notes that are due and payable on an Interest Payment Date that is falling on or prior to the relevant Redemption Date shall be payable to the Holders of such Notes registered as such at the close of business on the relevant Regular Record Date according to their terms and the provisions of the Senior Indenture. Notice of any redemption of the Notes in connection with a corporate transaction (including any equity offering, an incurrence of indebtedness or a transaction involving a change of control of the Issuer) may, at the Issuer’s discretion, be given prior to the completion thereof and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of the related transaction. If such redemption is so subject to satisfaction of one or more conditions precedent, such notice shall describe each such condition and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied by the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will addition, the Issuer may provide in such notice that payment of the Redemption Price and performance of the Senior Debt Securities Issuer’s obligations with respect to such redemption may be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated performed by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000another person.

Optional Redemption. The 2008 Notes and Company may, at its option, redeem the 2028 Debentures may be redeemed at any time at the option of the CompanyNotes, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice at any time prior to the Holders thereofPar Call Date, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") Price equal to the greater of (i) 100% of the aggregate principal amount of the applicable series of Senior Debt Securities, plus any Notes to be redeemed; and (ii) the sum of the present values of the remaining scheduled payments of principal of (or the portion of the principal of) and interest on the Notes to be redeemed that would have been due if the Notes matured on the Par Call Date, not including accrued interest and unpaid interest, if any, to the Redemption Date, discounted to the Redemption Date on an annual basis (ACTUAL/ACTUAL (ICMA)) at a rate equal to the sum of the Comparable Government Bond Rate plus 0.20%, plus, in each case, accrued and unpaid interest, if any, on the Notes being redeemed to, but not including, the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date Regular Record Date to receive interest due on an any Interest Payment Date that is on or prior to the Redemption Date) plus (iii) ). On or after the Par Call Date, the Company may, at its option, redeem the Notes, in whole or in part, at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than equal to 100% of the aggregate principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, plus accrued interest and unpaid interest, if any, on the Notes being redeemed to, but excluding, the Redemption Date (subject to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution right of national standing appointed by Holders of record on the Company; provided, relevant Regular Record Date to receive interest due on any Interest Payment Date that if the Company fails to make such appointment at least 45 business days is on or prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all Any redemption or notice thereof pursuant to Section 2.06 of the Senior Debt Securities Twenty-Seventh Supplemental Indenture may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of a series are to be redeemedan equity offering, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions other offering, issuance of Senior Debt Securities in amounts of whole multiples of $1,000indebtedness or other transaction or event.

Optional Redemption. The 2008 Beginning on or after May 1, 2019, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 10 days, upon not less than 30 and but not more than 60 days' , prior notice electronically delivered or mailed to each registered Holder of the Notes (the “Redemption Date”). If any or all of the Notes are redeemed on or after May 1, 2019 and before November 1, 2028 the redemption price will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date) discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 15 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price If any or all of the Senior Debt Securities Notes are redeemed on or after November 1, 2028, the redemption price will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be mailed (or otherwise electronically delivered) at least 10 days but not more than 60 days before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 5 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions of Senior Debt Securities in amounts of whole multiples of $1,000payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date.

Optional Redemption. The 2008 Prior to the Par Call Date, the Company may redeem the Notes and the 2028 Debentures may be redeemed at any time at the option of the Companyits option, in whole or in part, at any time and from time to time in parttime, upon not less than 30 and not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price Redemption Price (the "Redemption Price"expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (i) (A) the sum of the present values of the remaining scheduled payments of principal of, and interest on, the Notes to be redeemed discounted to the Redemption Date (assuming the Notes to be redeemed matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate, plus 35 basis points, less (B) interest accrued to the Redemption Date; and (ii) 100% of the principal amount of the applicable series Notes to be redeemed, plus, in the case of Senior Debt Securities, plus each of clause (i) and (ii) ), accrued and unpaid interest to the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to thereon to, but excluding, the Redemption Date) plus (iii) . On or after the Par Call Date, the Company may redeem the Notes at its option, in whole or in part, at any time and from time to time, at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are Notes to be redeemed, plus accrued and unpaid interest thereon to, but excluding, the Redemption Date. Subject to the conditions described in Section 2.3(d) of the Supplemental Indenture, the Company may redeem the Notes at its option, in whole but not in part, at a Redemption Price equal to 100% of the principal amount of the Notes, plus accrued and unpaid interest thereon to, but excluding, the Tax Redemption Date. In the event of redemption of this Note in part only, a new Note or Notes of this series and of like tenor for the unredeemed portion hereof will be issued in the name of the Holder hereof upon the cancellation hereof; provided that the principal amount of any such Note remaining outstanding after a redemption in part shall be $2,000 or any integral multiple of $1,000 in excess thereof. Unless the Company defaults in payment of the Redemption Price and accrued and unpaid interest, on and after the Redemption Date or the Tax Redemption Date, as applicable, interest will cease to accrue on the Notes or portions thereof called for redemption and all rights hereunder will terminate. No later than 9:00 a.m., New York time, on any Redemption Date or any Tax Redemption Date, the Company is required to deposit with a Paying Agent or the Trustee will select (or, if the Senior Debt Securities Company or any Guarantor is acting as Paying Agent, set aside, segregate and hold in trust as provided in Section 3.4 of the Original Indenture) an amount of money sufficient to pay the Redemption Price of and accrued and unpaid interest on the Notes to be redeemed on such Redemption Date or such Tax Redemption Date, as applicable. If the Company is redeeming less than all the Notes, the Notes to be redeemed shall be selected by such method as lot by DTC, in the case of this Global Certificate, or by the Trustee shall deem by a method the Trustee deems to be fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions , in the case of Senior Debt Securities in amounts of whole multiples of $1,000any Notes that are not represented by a Global Certificate.

Optional Redemption. The 2008 Notes and If the 2028 Debentures unit purchase agreement relating to the Issuer’s pending acquisition of Hermes Consolidated, LLC d/b/a Wyoming Refining Company terminates, the Issuer may be redeemed at any time at the option of the Companyredeem all, in whole or from time to time in part, upon but not less than 30 all, of the outstanding Notes for cash by delivering notice of such redemption on or prior to August 9, 2016, at a redemption price equal to 102% of the principal amount of Notes to be redeemed, plus any accrued and unpaid interest on such Notes to, but excluding, the redemption date (an “Acquisition Redemption”). Except as set forth in the immediately preceding paragraph, the Issuer may not more than 60 days' notice redeem the Notes prior to June 20, 2019. The Issuer may redeem for cash all or any portion of the Holders thereofNotes, at its option, on any date prior to maturity (or after June 20, 2019 if the "Redemption Date") last reported sale price of the Common Stock has been at a least 140% of the conversion price (the "Redemption Price") equal to then in effect (i) on the trading day immediately preceding the date on which the Issuer provides notice of redemption and (ii) for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Issuer provides notice of redemption at a redemption price equal to 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus (ii) accrued and unpaid interest to, but excluding, the redemption date, payable in cash, plus a “make-whole premium” payment or delivery, as the case may be, in cash, shares of Common Stock or a combination of cash and shares of Common Stock, at the Issuer’s election, with a value equal to the Redemption Date present value of the remaining scheduled payments of interest on the Notes to be redeemed through June 15, 2021 (subject excluding interest accrued to, but excluding, the redemption date). The present value of the remaining interest payments will be computed using a discount rate equal to the right reference discount rate. The “reference discount rate” means, in respect of Holders any make-whole premium, the yield to maturity of record United States Treasury securities with a constant maturity (as compiled and published in the most recent Federal Reserve Statistical Release H.15 (519) that has become publicly available at least two business days prior to such date (or, if such Statistical Release is no longer published, any publicly available source of such Senior Debt Securities on similar market data)) most nearly equal to the period from the relevant record redemption date to the maturity date of the Notes; provided, however, that if the period from the relevant redemption date to the maturity date is less than one year, the weekly average yield on actively traded United States Treasury securities adjusted to a constant maturity of one year will be used. Any such reference discount rate shall be obtained by the Issuer. If the Issuer elects to satisfy some or all of the make-whole premium through the delivery of shares of Common Stock, then the number of shares of Common Stock a holder will receive interest due will be that number of shares that have a value equal to the cash amount of the make-whole premium payment to be made to such holder in shares, divided by the product of (1) the average of the last reported sale prices of Common Stock over the five trading day period ending on, and including, the third trading day immediately preceding the earlier of (x) if a holder converts its Notes and the relevant conversion date occurs after the date on which the Issuer delivers notice of the relevant redemption (other than an Interest Payment Date that is on or Acquisition Redemption) and prior to the Redemption Dateclose of business on the scheduled trading day immediately preceding the related redemption date, such conversion date and (y) plus such redemption date and (iii2) 97%. The Issuer must make the make-whole premium payment on all Notes called for redemption (other than for an Acquisition Redemption) prior to June 15, 2021, including Notes converted after the date the Issuer provides the notice of redemption and prior to the close of business on the scheduled trading day immediately preceding the related redemption date. The redemption date in respect of any redemption of Notes will not be less than 40 nor more than 60 scheduled trading days following delivery of the relevant redemption notice. No “sinking fund” is provided for the Notes, which means that the Issuer is not required to redeem or retire the Notes periodically. Notwithstanding the foregoing, unless the Issuer has elected cash settlement in respect of all conversions of Notes for which the relevant conversion date occurs after the date on which the Issuer delivers a Make-Whole Premiumnotice of redemption and prior to the close of business on the scheduled trading day immediately preceding the related redemption date, if any. In in no event will the Redemption Price Issuer have the right to optionally redeem the Notes at any time at which a shelf registration statement covering resales of the Senior Debt Securities be less than 100% shares of Common Stock, if any, issuable upon conversion of the Notes (as described under “Description of Notes—Registration Rights” in the Preliminary Offering Memorandum) is not effective or the use of such shelf registration statement is then suspended. Use of Proceeds: The Issuer estimates that the net proceeds to it from the Offering will be approximately $96.0 million (or $110.6 million if the initial purchasers exercise their option to purchase additional Notes in full), after deducting estimated underwriting discounts and commissions and estimated expenses payable by the Issuer. The Issuer intends to use the net proceeds from the Offering (including any proceeds from the exercise of the initial purchasers’ option to purchase additional Notes) to fund a portion of the purchase price of the Wyoming Refining Acquisition (as defined in the Preliminary Offering Memorandum) and to prepay $5 million of the outstanding principal amount of the applicable series term loan under its delayed draw term loan credit agreement. Pending the closing of Senior Debt Securities being redeemedthe Wyoming Refining Acquisition, respectively, plus accrued interest the Issuer is required to use approximately $5 million of the applicable Redemption Date. The Makenet proceeds from the Offering to repay borrowings outstanding under its delayed draw term loan credit agreement and it expects to invest the remainder of the net proceeds from the Offering in short-Whole Premium will be calculated by an independent term liquid investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")grade securities. If less the Wyoming Refining Acquisition does not close, the Issuer intends to use the net proceeds from the Offering allocated for investment in short-term liquid investment grade securities for general corporate purposes, including working capital, capital expenditures and acquisitions, other than all the $5 million used to prepay the outstanding principal amount of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000term loan under its delayed draw term loan credit agreement.

Optional Redemption. The 2008 In accordance with Section 3.01 of the Indenture, the Notes and the 2028 Debentures may be redeemed are subject to redemption, in whole or in part, at any time and or from time to time, prior to February 1, 2032 (the “Par Call Date”), at the option of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a redemption price (the "Redemption Price"expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of (i1) (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the Notes matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 20 basis points less (b) interest accrued to the date of redemption and (2) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes being redeemed, plus (ii) plus, in either case, accrued and unpaid interest to the Redemption Date (redemption date. On or after the Par Call Date, the Notes are subject to redemption, in whole or in part, at any time and from time to time, at the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price option of the Senior Debt Securities be less than Company, at a redemption price equal to 100% of the principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, plus accrued and unpaid interest to the applicable Redemption Dateredemption date. The Make-Whole Premium Notice of redemption will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment mailed at least 45 business 10 days prior but not more than 60 days before the redemption date to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution each Holder of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as the Trustee shall deem fair and appropriateat his registered address. The Trustee Notes in denominations larger than $2,000 principal amount may select for redemption Senior Debt Securities and portions of Senior Debt Securities be redeemed in amounts of part but only in whole multiples of $1,000.. If money sufficient to pay the redemption price of, which shall include accrued interest on, all Notes (or portions thereof) to be redeemed on the redemption date is deposited with the Paying Agent on or before the redemption date and certain other conditions are satisfied, on and after such date interest ceases to accrue on such Notes (or such portions thereof) called for redemption. Notice of any redemption of the Notes may, at the Company’s discretion, be given subject to one or more conditions precedent. If such redemption is so subject to satisfaction of one or more conditions precedent, such notice (i) shall describe each such condition, (ii) shall state that, in the Company’s discretion, the redemption date may be postponed (including more than 60 days after the notice of redemption was delivered) until such time as any or all such conditions have been satisfied (or waived by the Company) and (iii) may be rescinded in the event that any or all such conditions shall not have been satisfied or otherwise waived by the redemption date. The Company shall notify Holders of any such rescission or postponement as soon as practicable after the Company determines that it will not be able to satisfy or otherwise waive such conditions precedent. Once notice of redemption is mailed or sent, subject to the satisfaction of any conditions precedent provided in the notice of redemption, the Notes called for redemption will become due and payable on the redemption date and at the applicable redemption price, plus accrued and unpaid interest to the redemption date. In addition, such notice may provide that payment of the redemption price and performance of the Company’s obligations with respect to such redemption may be performed by another person. For the purpose of the foregoing:

Optional Redemption. The 2008 Notes and Prior to January 15, 2023 (the 2028 Debentures may be redeemed date that is one month prior to the scheduled maturity date for the 2023 Notes), the Company may, at its option, redeem the 2023 Notes, in whole at any time at the option of the Company, or in whole or part from time to time in parttime, upon not less than 30 and not more than 60 days' notice at a redemption price equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to (i) greater of 100% of the principal amount of the applicable series of Senior Debt Securities2023 Notes to be redeemed or a “make-whole” amount, plus in either case, accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, as described under the caption “Description of Notes—Optional Redemption” in the prospectus supplement. On or after January 15, 2023 (ii) accrued interest to the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or one month prior to the Redemption Date) plus (iii) scheduled maturity date for the 2023 Notes), the Company may, at its option, redeem the 2023 Notes, in whole at any time or in part from time to time at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than redemption price equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are 2023 Notes to be redeemed, plus accrued and unpaid interest, if any, thereon to, but excluding, the Trustee will select redemption date, as described under the Senior Debt Securities caption “Description of Notes—Optional Redemption” in the prospectus supplement. Prior to April 15, 2025 (the date that is two months prior to the scheduled maturity date for the 2025 Notes), the Company may, at its option, redeem the 2025 Notes, in whole at any time or in part from time to time, at a redemption price equal to the greater of 100% of the principal amount of the 2025 Notes to be redeemed by such method or a “make-whole” amount, plus in either case, accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, as described under the caption “Description of Notes—Optional Redemption” in the prospectus supplement. On or after April 15, 2025 (the date that is two months prior to the scheduled maturity date for the 2025 Notes), the Company may, at its option, redeem the 2025 Notes, in whole at any time or in part from time to time at a redemption price equal to 100% of the principal amount of the 2025 Notes to be redeemed, plus accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, as described under the caption “Description of Notes—Optional Redemption” in the prospectus supplement. Prior to April 15, 2027 (the date that is two months prior to the scheduled maturity date for the 2027 Notes), the Company may, at its option, redeem the 2027 Notes, in whole at any time or in part from time to time, at a redemption price equal to the greater of 100% of the principal amount of the 2027 Notes to be redeemed or a “make-whole” amount, plus in either case, accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, as described under the caption “Description of Notes—Optional Redemption” in the prospectus supplement. On or after April 15, 2027 (the date that is two months prior to the scheduled maturity date for the 2027 Notes), the Company may, at its option, redeem the 2027 Notes, in whole at any time or in part from time to time at a redemption price equal to 100% of the principal amount of the 2027 Notes to be redeemed, plus accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, as described under the caption “Description of Notes—Optional Redemption” in the prospectus supplement. Prior to March 15, 2031 (the date that is three months prior to the scheduled maturity date for the 2031 Notes), the Company may, at its option, redeem the 2031 Notes, in whole at any time or in part from time to time, at a redemption price equal to the greater of 100% of the principal amount of the 2031 Notes to be redeemed or a “make-whole” amount, plus in either case, accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, as described under the caption “Description of Notes—Optional Redemption” in the prospectus supplement. On or after March 15, 2031 (the date that is three months prior to the scheduled maturity date for the 2031 Notes), the Company may, at its option, redeem the 2031 Notes, in whole at any time or in part from time to time at a redemption price equal to 100% of the principal amount of the 2031 Notes to be redeemed, plus accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, as described under the caption “Description of Notes—Optional Redemption” in the prospectus supplement. Notice of any redemption will be mailed at least 15 days but not more than 45 days before the redemption date to each holder of Notes to be redeemed. If money sufficient to pay the redemption price of and accrued interest on the Notes to be redeemed is deposited with the Trustee shall deem fair on or before the redemption date, on and appropriate. The Trustee may select after the redemption date interest will cease to accrue on the Notes (or such portions thereof) called for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000such Notes will cease to be outstanding. Sinking Fund: None.

Optional Redemption. The 2008 Notes and On or after October 15, 2013, the 2028 Company may redeem the Debentures may be redeemed for cash in whole or in part, from time to time, in any integral multiple of $1,000, at any time at the option of the Company, in whole or from time to time in part, Company upon not less than 30 and not nor more than 60 days' days notice to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a redemption price (the "Redemption PriceREDEMPTION PRICE") equal to (i) 100% of the principal amount of the applicable series of Senior Debt Securitiesthereof, plus together with accrued and unpaid interest, including interest on any unpaid interest, compounded semi-annually (iitogether with any unpaid Contingent Interest, "COMPOUNDED INTEREST") accrued interest thereon, up to but not including the Redemption Date (subject Date. If the Debentures are redeemed on any Interest Payment Date, accrued and unpaid interest shall be payable to the right of Holders of record of such Senior Debt Securities on the relevant record date. If a Debenture is redeemed on or after an interest record date to receive interest due on an Interest Payment Date that is but on or prior to the Redemption related Interest Payment Date) plus (iii) a Make-Whole Premium, then any accrued and unpaid interest shall be paid to the Person to whom principal of such Debenture will be paid. If any Debenture called for redemption shall not be so paid upon surrender for redemption because of the failure of the Company to comply with the preceding paragraph, interest shall be paid on the unpaid principal, from the redemption date until such principal is paid, and to the extent lawful on any interest not paid on such unpaid principal, in each case at the rate provided in the Debentures. The Company may not redeem any Debentures unless all accrued and unpaid interest thereon, including Compounded Interest, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Makehas been or is simultaneously paid for all semi-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days annual periods terminating on or prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all date of the Senior Debt Securities Notice of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000Redemption.

Optional Redemption. The 2008 Issuer may redeem the Notes and the 2028 Debentures may be redeemed of either or ------------------- both series at any time at the option of the CompanyIssuer, in whole or from time to time in part, at a redemption price equal to the Redemption Price. If notice of redemption has been given as provided in the Original Indenture and funds for the redemption of any Notes called for redemption shall have been made available on the Redemption Date referred to in such notice, such Notes will cease to bear interest on the date fixed for such redemption specified in such notice and the only right of the Holders of such Notes from and after the Redemption Date will be to receive payment of the Redemption Price upon not less than 30 and surrender of such Notes in accordance with such notice. Notice of any optional redemption of any Notes will be given to Holders at their addresses, as shown in the security register for the Notes, not more than 60 days' notice nor less than 30 days prior to the Holders thereofdate fixed for redemption. The notice of redemption will specify, on any date prior to maturity (among other items, the "Redemption Date") at a price (the "Redemption Price") equal to (i) 100% of Price and the principal amount of the applicable series of Senior Debt Securities, plus (ii) accrued interest Notes held by such Holder to the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If all or less than all of the Senior Debt Securities Notes of a any series are to be redeemed at the option of the Issuer, the Issuer will notify the Trustee at least 45 days prior to giving notice of redemption (or such shorter period as is satisfactory to the Trustee) of the aggregate principal amount of Notes to be redeemed, if less than all of the Notes of any series are to be redeemed, the and their Redemption Date. The Trustee will select the Senior Debt Securities to be redeemed by shall select, in such method manner as the Trustee it shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions , no less than 60 days prior to the date of Senior Debt Securities redemption, the Notes to be redeemed in amounts of whole multiples of $1,000or in part.

Optional Redemption. The 2008 Notes and the 2028 Debentures may will be redeemed redeemable in whole at any time or in part from time to time, at the option of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a redemption price (the "“Redemption Price"”) equal to the greater of: (i) one hundred percent (100% %) of the outstanding principal amount of the applicable series of Senior Debt Securities, plus Debentures being redeemed or (ii) the Canada Yield Price calculated in respect of the Debentures being redeemed; plus, in either case, accrued and unpaid interest to the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date principal amount being redeemed to receive but excluding the redemption date. Notwithstanding the foregoing, installments of interest on Debentures that are due and payable on an Interest Payment Date that is Dates falling on or prior to a redemption date will be payable on the Interest Payment Date to the Holders as of the close of business on the relevant Record Date. Notice of any redemption will be mailed by first class mail, postage prepaid, at least 30 days but no more than 60 days before the redemption date to each Holder of the Debentures (and to beneficial owners as required by applicable law) to be redeemed at such Holder’s address as it appears on the Registrar’s books (the “Redemption Date) plus (iii) a Make-Whole Premium, if anyNotice”). In no event will Unless the Company defaults in payment of the Redemption Price of and accrued and unpaid interest, on and after the Senior Debt Securities be less than 100% of redemption date, interest will cease to accrue on the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, Debentures or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")portions thereof called for redemption. If less fewer than all of the Senior Debt Securities of a series Debentures are to be redeemed, the Company shall notify the Trustee will select not more than 60 days prior to the Senior Debt Securities redemption date, as to the particular Debentures or portions thereof for redemption from the Debentures not previously called. The Debentures to be so redeemed shall be selected by the Company on a pro rata basis to the nearest multiple of $1,000 in accordance with the principal amount of the Debentures registered in the name of each Holder. All Debentures redeemed under the provisions of this Article 3 shall be forthwith delivered to and cancelled by the Trustee, and no Debentures shall be issued in substitution thereof. Prior to 4:00 p.m. (Toronto time) on the Business Day immediately preceding the Redemption Date, the Company shall deposit with the Trustee (or, if the Company acts as Paying Agent, shall segregate and hold in trust) an amount of money in immediately available funds sufficient to pay the Redemption Price payable upon redemption on the Debentures to be redeemed on that date, other than Debentures or portions thereof called for redemption on that date which have been delivered by such method as the Company to the Trustee shall deem fair and appropriatefor cancellation or have been converted. The Trustee may select shall as promptly as practicable return to the Company any funds not required for redemption Senior Debt Securities that purpose or, if such funds are then held by the Company in trust and portions of Senior Debt Securities in amounts of whole multiples of $1,000are not required for such purpose, they shall be discharged from the trust.

Optional Redemption. The 2008 Prior to July 1, 2024, the Company may redeem the Notes and the 2028 Debentures may be redeemed at any time at the option of the Companyits option, in whole or in part, at any time and from time to time in parttime, upon not less than 30 and not more than 60 days' notice at a redemption price equal to the Holders thereofgreater of the following amounts, plus, in each case, accrued and unpaid interest, if any, on any date prior the principal amount being redeemed to maturity the applicable redemption date: (the "Redemption Date") at a price (the "Redemption Price") equal to (i1) 100% of the principal amount of the notes to be redeemed; and (2) as determined by an Independent Investment Banker, the sum of the present values of the principal amount and the remaining scheduled payments of interest on the notes to be redeemed (not including any portion of payments of interest accrued as of the applicable series of Senior Debt Securitiesredemption date), plus (ii) accrued interest discounted to the Redemption Date (subject applicable redemption date in accordance with customary market practice on a semi-annual basis at a rate equal to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price sum of the Senior Debt Securities be less than Treasury Rate plus 30 basis points. On or after July 1, 2024, the Company may redeem the Notes at its option, in whole or in part, at any time and from time to time, at a redemption price equal to 100% of the aggregate principal amount of the applicable series of Senior Debt Securities notes being redeemed, respectivelyplus, plus in each case, accrued and unpaid interest on the principal amount being redeemed to the applicable Redemption Dateredemption date. The Make-Whole Premium redemption prices will be calculated by assuming a 360-day year consisting of twelve 30-day months. If the date of redemption is on or after an independent investment banking institution interest record date and on or before the related interest payment date, the accrued and unpaid interest, if any, will be paid to the Person in whose name the Note is registered at the close of national standing appointed business on such interest record date, and no additional interest is payable to Holders whose Notes will be subject to redemption by the Company; provided, that if . Unless the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (Defaults in any such case, an "Independent Investment Banker"). If less than all payment of the Senior Debt Securities redemption price, on and after the date of a series are redemption, interest shall cease to be redeemedaccrue on the Notes or the portions thereof called for redemption. EXECUTION VERSION For purposes of determining the optional redemption price, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.following definitions are applicable:

Optional Redemption. The 2008 Notes and the 2028 Debentures may be redeemed at any time are redeemable, in whole or in part, at the option of the Company, in whole Company at any time or from time to time in part, upon not less than 30 and not more than 60 days' notice prior to Stated Maturity. If the Notes are redeemed at any time prior to the Holders thereofPar Call Date (as defined below), on any date prior to maturity (the "Redemption Date") Notes will be redeemed at a price (the "Redemption Price") Price equal to the greater of (i1) 100% of the principal amount of the applicable series Notes to be redeemed and (2) the sum of Senior Debt Securities, plus the present values of the remaining scheduled payments of principal and interest on such Notes that would have been made if the Notes matured on the Par Call Date (ii) exclusive of interest accrued interest to the Redemption Date) discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, plus, in either case, accrued and unpaid interest on the principal amount being redeemed to, but excluding, such Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to before the Redemption Date) plus (iii) ). If the Notes are redeemed on or after the Par Call Date, the Notes will be redeemed at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest thereon to, but excluding, the Redemption Date (subject to the applicable Redemption Date. The Make-Whole Premium will be calculated by right of Holders on the relevant record date to receive interest due on an independent investment banking institution of national standing appointed by the Company; provided, Interest Payment Date that if the Company fails to make such appointment at least 45 business days prior to is on or before the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all For purposes of determining the Senior Debt Securities of a series are to be redeemedredemption price, the Trustee following definitions will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.apply:

Optional Redemption. The 2008 Beginning on or after March 24, 2022, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 10 days, upon not less than 30 and but not more than 60 days' , prior notice electronically delivered or mailed to each registered Holder of the Notes (the “Redemption Date”). If any or all of the Notes are redeemed on or after March 24, 2022 and before March 2, 2024, the Redemption Price will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date), assuming that such Notes matured on March 2, 2024, discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 15 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium. If any or all of the Notes are redeemed on or after March 2, if any. In no event will 2024, the Redemption Price of (calculated by the Senior Debt Securities Company) will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be electronically delivered or mailed at least 10 days but not more than 60 days before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 5 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions of Senior Debt Securities in amounts of whole multiples of $1,000payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date.

Optional Redemption. The 2008 Notes and Prior to July 11, 2025, the 2028 Debentures may be redeemed Company may, at any time at the option of the Company, in whole or and from time to time in parttime, redeem all or a part of the Notes, upon not less than 30 and not 10 nor more than 60 days' ’ prior notice mailed by first class mail to each Holder’s registered address, at a Redemption Price equal to the Holders thereof, on any date prior to maturity greater of (the "Redemption Date") at a price (the "Redemption Price") equal to (ia) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes redeemed, plus accrued and unpaid interest thereon to, but not including, the Redemption Date, and (iib) accrued the sum of the present values of 100% of the principal amount of the Notes being redeemed and the remaining scheduled payments of interest to on the Notes from the Redemption Date through July 11, 2025 (computed using a discount rate equal to the Treasury Rate as of such Redemption Date plus 50 basis points), plus accrued and unpaid interest to, but not including, the Redemption Date. On and after July 11, 2025, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ prior notice mailed by first class mail to each Holder’s registered address, at a Redemption Price equal to 100% of the aggregate principal amount thereof, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date, subject to the right of Holders of record of such Senior Debt Securities on the relevant record date Record Date to receive interest due on an the relevant Interest Payment Date. The Company will be entitled, at its option, to redeem the Notes in whole if at any time it becomes obligated to pay additional amounts on the Notes on the next Interest Payment Date that is on or prior with respect to the Redemption DateNotes, but only if its obligation results from a change in, or an amendment to, the laws or treaties (including any regulations or official rulings promulgated thereunder) plus of a Relevant Tax Jurisdiction (iii) or a Make-Whole Premiumpolitical subdivision or taxing authority thereof or therein), or from a change in any official position regarding the interpretation, administration or application of those laws, treaties, regulations or official rulings (including a change resulting from a holding, judgment or order by a court of competent jurisdiction), that becomes effective and is announced after the Issue Date (or, if anythe applicable Relevant Tax Jurisdiction became a Relevant Tax Jurisdiction on a date after the Issue Date, such later date) and provided the Company cannot avoid the obligation after taking reasonable measures to do so. In no event If the Company redeems the Notes in these circumstances, it will the do so at a Redemption Price of the Senior Debt Securities be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being Notes redeemed, respectively, plus accrued interest and unpaid interest, if any, and any other amounts due to the applicable Redemption Dateredemption date. The Make-Whole Premium will If the Company becomes entitled to redeem the Notes in these circumstances, it may do so at any time on a redemption date of its choice. However, the Company must give the Holders being redeemed notice of the redemption not less than 10 days or more than 60 days before the redemption date and not more than 90 days before the next date on which it would be calculated obligated to pay additional amounts. In addition, the Company’s obligation to pay additional amounts must remain in effect when it gives the notice of redemption. Notice of the Company’s intent to redeem the Notes shall not be effective until such time as it delivers to the Trustee both a certificate signed by two of its officers stating that the obligation to pay additional amounts cannot be avoided by taking reasonable measures and an opinion of independent legal counsel or an independent investment banking institution auditor stating that the Company is obligated to pay additional amounts because of national standing appointed by an amendment to or change in law, treaties or position as described in the preceding paragraph. In addition to the Company; provided’s rights to redeem Notes as set forth above, that if the Company fails to make such appointment may at least 45 business days prior to the Redemption Dateany time purchase Notes in open-market transactions, tender offers, privately negotiated purchases or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000otherwise.

Optional Redemption. The 2008 Notes and Prior to April 6, 2025 (the 2028 Debentures may be redeemed date that is one month prior to the scheduled maturity date for the 2025 Notes), the Company may, at its option, redeem the 2025 Notes, in whole at any time at the option of the Company, or in whole or part from time to time in parttime, upon not less than 30 and not more than 60 days' notice at a redemption price equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to (i) greater of 100% of the principal amount of the applicable series of Senior Debt Securities2025 Notes to be redeemed or a “make-whole” amount, plus in either case, accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, as described under the caption “Description of Notes—Optional Redemption” in the prospectus supplement. On or after April 6, 2025 (ii) accrued interest to the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or one month prior to the Redemption Date) plus (iii) scheduled maturity date for the 2025 Notes), the Company may, at its option, redeem the 2025 Notes, in whole at any time or in part from time to time at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than redemption price equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are 2025 Notes to be redeemed, plus accrued and unpaid interest, if any, thereon to, but excluding, the Trustee will select redemption date, as described under the Senior Debt Securities caption “Description of Notes—Optional Redemption” in the prospectus supplement. Prior to February 6, 2030 (the date that is three months prior to the scheduled maturity date for the 2030 Notes), the Company may, at its option, redeem the 2030 Notes, in whole at any time or in part from time to time, at a redemption price equal to the greater of 100% of the principal amount of the 2030 Notes to be redeemed by such method or a “make-whole” amount, plus in either case, accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, as described under the caption “Description of Notes—Optional Redemption” in the prospectus supplement. On or after February 6, 2030 (the date that is three months prior to the scheduled maturity date for the 2030 Notes), the Company may, at its option, redeem the 2030 Notes, in whole at any time or in part from time to time at a redemption price equal to 100% of the principal amount of the 2030 Notes to be redeemed, plus accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, as described under the caption “Description of Notes—Optional Redemption” in the prospectus supplement. Prior to November 6, 2049 (the date that is six months prior to the scheduled maturity date for the 2050 Notes), the Company may, at its option, redeem the 2050 Notes, in whole at any time or in part from time to time, at a redemption price equal to the greater of 100% of the principal amount of the 2050 Notes to be redeemed or a “make-whole” amount, plus in either case, accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, as described under the caption “Description of Notes—Optional Redemption” in the prospectus supplement. On or after November 6, 2049 (the date that is six months prior to the scheduled maturity date for the 2050 Notes), the Company may, at its option, redeem the 2050 Notes, in whole at any time or in part from time to time at a redemption price equal to 100% of the principal amount of the 2050 Notes to be redeemed, plus accrued and unpaid interest, if any, thereon to, but excluding, the redemption date, as described under the caption “Description of Notes—Optional Redemption” in the prospectus supplement. Notice of any redemption will be mailed at least 15 days but not more than 45 days before the redemption date to each holder of Notes to be redeemed. If money sufficient to pay the redemption price of and accrued interest on the Notes to be redeemed is deposited with the Trustee shall deem fair on or before the redemption date, on and appropriate. The Trustee may select after the redemption date interest will cease to accrue on the Notes (or such portions thereof) called for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000such Notes will cease to be outstanding. Sinking Fund: None.

Optional Redemption. The 2008 Beginning on or after [March 24]10, 2022, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 10 days, upon not less than 30 and but not more than 60 days' , prior notice electronically delivered or mailed to each registered Holder of the Notes (the “Redemption Date”). 10 Note that this date on the execution version of the supplemental indenture will be 181 days after the settlement date of the exchange offer. If any or all of the Notes are redeemed on or after [March 24]11, 2022 and before July 1, 2029, the Redemption Price will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date), assuming that such Notes matured on July 1, 2029, discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 20 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium. If any or all of the Notes are redeemed on or after July 1, if any. In no event will 2029, the Redemption Price of (calculated by the Senior Debt Securities Company) will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be electronically delivered or mailed at least 10 days but not more than 60 days before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 5 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date. 11 Note that this date on the execution version of Senior Debt Securities in amounts the supplemental indenture will be 181 days after the settlement date of whole multiples of $1,000the exchange offer.

Optional Redemption. The 2008 Except as set forth in the following paragraph, the Notes and the 2028 Debentures may not be redeemed prior to June 1, 2000. During the period from June 1, 2000 to May 31, 2002, the Company may redeem all but not less than all of the Notes if the Closing Price (as defined in the Indenture) of the Common Stock (as defined in the Indenture) equals or exceeds 150% of the conversion price of the Notes for a period of 30 consecutive days, at a redemption price equal to 100% of the principal thereof, plus accrued and unpaid interest, if any, Additional Amounts, if any, and Special Interest, if any, to the applicable Redemption Date, and any time other amount due in respect thereof (but not including any amount on any Reset Penalty (as defined below)). Thereafter, the Notes will be subject to redemption at the option of the Company, in whole or from time to time in part, upon not less than 30 and not calendar days' nor more than 60 calendar days' notice, at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon (if any), Additional Amounts (if any) and Special Interest (if any) to the applicable Redemption Date, and any other amounts due in respect thereof. No amount shall be paid in respect of any Reset Penalty upon any redemption, offer to purchase or other acquisition except in respect of a record date for the Reset Penalty which has passed. The Notes may be redeemed, at the option of the Company, in whole but not in part, upon not less than 30 or more than 60 calendar days' notice to the Holders thereofin accordance with the terms of the Indenture, on any date prior to maturity (the "Redemption Date") at a redemption price (the "Redemption Price") equal to (i) 100% of the principal amount of thereof, plus accrued and unpaid interest, if any (including Additional Amounts, if any, and Special Interest, if any), to the applicable series of Senior Debt Securities, plus (ii) accrued interest to the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date Record Date to receive interest (including Additional Amounts, if any, and Special Interest, if any) due on an the Interest Payment Date that is on or prior to the Redemption Date) plus and any other amounts due if, as a result of any change in or amendment to the laws or the regulations or rulings promulgated thereunder of Canada, Cyprus, the Russian Federation or any other jurisdiction with which the Company or any Guarantor has any connection (iiiother than a connection arising as a result of a continuance or a merger or consolidation of the Company with or into a newly formed corporation solely for the purpose of moving the Company's domicile out of Canada) a Make-Whole Premiumor any political subdivision thereof or any authority thereof or having power to tax therein, or any change in the application or official interpretation of such laws or regulations, or any change in administrative policy or assessing practice of the applicable taxing authority, which change or amendment becomes effective on or after May 24, 1996, the Company or the Guarantors (if anythe Guarantees are called) are or would be required on the next succeeding Interest Payment Date to pay Additional Amounts with respect to the Notes or the Guarantees and the payment of such Additional Amounts cannot be avoided by the use of any reasonable measures available to the Company or the Guarantors, as the case may be. In The Company will also pay to holders on the Redemption Date any Additional Amounts payable in respect of the period ending on the Redemption Date. Prior to the publication of any notice of redemption pursuant to this provision, which in no event will the Redemption Price of the Senior Debt Securities be less given earlier than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business 90 days prior to the Redemption Dateearliest date on which the Company or the Guarantors, or if as the institution so appointed is unwilling or unable case may be, would be required to make pay such calculationAdditional Amounts were a payment in respect of the Notes then due, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable the Company shall deliver to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any i) an Officers' Certificate stating that the obligation to pay such caseAdditional Amounts cannot be avoided by the Company or the Guarantors, as the case may be, taking -8- 9 reasonable measures and (ii) an "Independent Investment Banker"). If less than all Opinion of Counsel, independent of the Senior Debt Securities Company and the Guarantors and approved by the Trustee, to the effect that the Company or the Guarantors have or will become obligated to pay such Additional Amounts as a result of a series are such change or amendment. Such notice, once delivered by the Company to the Trustee, will be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriateirrevocable. The Trustee may select for redemption Senior Debt Securities shall accept such Officers' Certificate and portions Opinion of Senior Debt Securities Counsel as sufficient evidence of the satisfaction of the condition precedent set forth in amounts of whole multiples of $1,000clauses (i) and (ii) above, in which event it shall be conclusive and binding on the Holders.

Optional Redemption. The 2008 Notes and the 2028 Debentures may be redeemed at any time are redeemable, at the option of the Company's option, in whole or in part, at any time or from time to time in parttime, on or after May 15, 2007 and prior to maturity, upon not less than 30 and not nor more than 60 days' prior notice mailed by first class mail to each Holder's last address, as it appears in the Holders thereofSecurity Register, on any date prior to maturity at the following Redemption Prices (the "Redemption Date") at a price (the "Redemption Price") equal to (i) 100% expressed in percentages of the principal amount of the applicable series of Senior Debt Securitiesamount), plus (ii) accrued interest and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Regular Record Date that is on or prior to the Redemption Date to receive interest due on an Interest Payment Date) plus (iii) a Make-Whole Premium), if any. In no event will redeemed during the 12-month period commencing May 15, of the years set forth below: Year Redemption Price of the Senior Debt Securities be less than --------------------- ---------------- 2007................. 106% 2008................. 103% 2009................. 100% In addition, at any time prior to May 15, 2006, Evergreen may redeem, on one or more occasions, up to 35% of the principal amount of the applicable series Notes with the Net Cash Proceeds of Senior Debt Securities being redeemed, respectivelyone or more sales of its Capital Stock (other than Disqualified Stock) at a Redemption Price (expressed as a percentage of principal amount) of 112%, plus accrued and unpaid interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution Date (subject to the rights of national standing appointed by Holders of record on the Company; provided, relevant Regular Record Date that if the Company fails to make such appointment at least 45 business days is prior to the Redemption Date to receive interest due on an Interest Payment Date) provided that at least 65% of the aggregate principal amount of Notes originally issued on the Closing Date remains outstanding after each such redemption and notice of any such redemption is mailed within 90 days of each such sale of Capital Stock. Notes in original denominations larger than $1,000 may be redeemed in part. On and after the Redemption Date, interest ceases to accrue on Notes or if portions of Notes called for redemption, unless the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by Company defaults in the Trustee (in any such case, an "Independent Investment Banker"). If less than all payment of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000Redemption Price.

Optional Redemption. The 2008 Notes and Prior to October 1, 2016, the 2028 Debentures may Issuers will be redeemed entitled at their option to redeem all or any time at the option portion of the CompanyNotes at a redemption price equal to 100% of the principal amount of such Notes plus the Applicable Premium as of, and any accrued and unpaid interest and any Additional Amounts to, but not including, the Redemption Date (subject to the right of each Holder on the relevant Record Date to receive interest due on the relevant Interest Payment Date). On or after October 1, 2016, the Issuers may redeem the Notes in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice to at the Holders thereof, on any date prior to maturity redemption prices (the "Redemption Date") at a price (the "Redemption Price") equal to (i) 100% expressed as percentages of the principal amount of the applicable series of Senior Debt Securitiesthereof) set forth below, plus (ii) accrued and unpaid interest to and Additional Amounts, if any, thereon to, but not including, the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an the relevant Interest Payment Date that is Date), if redeemed during the 12-month period beginning on or prior October 1 of the years indicated below: Year Percentage 2016 104.313 % 2017 102.875 % 2018 101.438 % 2019 and thereafter 100.000 % In addition to the Redemption Date) plus (iii) a Make-Whole Premiumforegoing, if any. In no event will the Redemption Price of Issuers may redeem the Senior Debt Securities be Notes, in whole but not in part, at their discretion at any time upon giving not less than 30 nor more than 60 days’ prior notice to the Holders (which notice will be irrevocable), at a redemption price equal to 100% of the aggregate principal amount thereof, together with accrued and unpaid interest, if any, to the redemption date fixed by the Issuers (a “Tax Redemption Date”) and all Additional Amounts, if any, then due and which will become due on the Tax Redemption Date as a result of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest redemption or otherwise (subject to the applicable Redemption Date. The Make-Whole Premium will right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date and Additional Amounts (if any) in respect thereof), if the Issuers determine that (x) they, or the relevant Note Guarantor, on the next date on which any amount would be calculated by an independent investment banking institution payable in respect of national standing appointed the Notes or any Guarantee of the Notes, are required or would be required to pay Additional Amounts (but in the case of the relevant Guarantor, only if such amount payable cannot be paid by the Company; providedIssuers or another Guarantor who can pay such amount without the obligation to pay Additional Amounts), that if and (y) such payment obligation cannot be avoided by taking reasonable measures available to it (including by making payment through a different paying agent), and the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of requirement arises as a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.result of:

Optional Redemption. The 2008 Notes and the 2028 Debentures may Securities will be redeemed at any time subject to redemption at the option of the CompanyCompany on any date prior to July 1, 2019 (one month prior to the maturity date), in whole or from time to time in part, upon in $1,000 increments (provided that any remaining principal amount thereof shall be at least the minimum authorized denomination thereof), on written notice given to the Securityholders thereof not less than 30 and not days nor more than 60 days' notice 90 days prior to the Holders thereof, on any date prior to maturity fixed for redemption in such notice (the "“Make-Whole Redemption Date") ”), at a redemption price (the "Redemption Price") equal to the greater of (i) 100% of the principal amount of the applicable series of Senior Debt Securities, plus such Securities to be redeemed and (ii) accrued interest as determined by the Quotation Agent and delivered to the Trustee, the sum of the present values of the remaining scheduled payments of principal and interest thereon due on any date after the Make-Whole Redemption Date (excluding the portion of interest that will be accrued and unpaid to and including the Make-Whole Redemption Date) discounted from their scheduled date of payment to the Make-Whole Redemption Date (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Redemption Treasury Rate plus 10 basis points (such greater amount is referred to herein as the “Make-Whole Redemption Price”), plus, in either the case of clause (i) or clause (ii), accrued and unpaid interest and Special Interest, if any, thereon to but excluding the Make-Whole Redemption Date. In addition, the Offered Securities will be subject to redemption at the right option of Holders of record of such Senior Debt Securities the Company on the relevant record any date to receive interest due on an Interest Payment Date that is (a “Par Redemption Date”) on or after July 1, 2019 (one month prior to the Redemption Date) plus maturity date), in whole or from time to time in part, in $1,000 increments (iii) provided that any remaining principal amount thereof shall be at least the minimum authorized denomination thereof), at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than redemption price equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Offered Securities to be redeemed by (the “Par Redemption Price”), plus accrued and unpaid interest and Special Interest, if any, thereon to but excluding the Par Redemption Date. This Security is also subject to redemption to the extent provided in Article XIV of the Indenture. If the giving of the notice of redemption is completed as provided in the Indenture, interest on such method Securities or portions of Securities shall cease to accrue on and after the Make-Whole Redemption Date or Par Redemption Date, as applicable, unless the Trustee Company shall deem fair default in the payment of such Make-Whole Redemption Price or Par Redemption Price, as applicable, and appropriateaccrued interest with respect to any such Security or portion thereof. The Trustee may select for Company shall not be required to make mandatory redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000or sinking fund payments with respect to the Securities.

Optional Redemption. The 2008 Notes and Prior to February 15, 2033 (the 2028 Debentures “Par Call Date”), the Company may be redeemed redeem the Securities at any time at the option of the Companyits option, in whole or in part, at any time and from time to time in parttime, upon not less than 30 and not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a redemption price (the "Redemption Price"expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (ii)(a) the sum of the present values of the remaining scheduled payments of principal and interest on the Securities to be redeemed discounted to the redemption date (assuming the Securities matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 35 basis points less (b) interest accrued to the date of redemption, and (ii) 100% of the principal amount of the applicable series of Senior Debt Securities to be redeemed, plus, in either case, accrued and unpaid interest thereon to, but excluding, the redemption date. On or after the Par Call Date, the Company may redeem the Securities, plus (ii) accrued interest in whole or in part, at any time and from time to the Redemption Date (subject time, at a redemption price equal to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued and unpaid interest thereon to, but excluding, the redemption date. Any notice of redemption may, at the Company’s discretion, be subject to one or more conditions precedent, including completion of a refinancing transaction or other corporate transaction that is pending (such as an equity or equity-linked offering, an incurrence of indebtedness or an acquisition or other strategic transaction involving a change of control in the Company or another entity). In addition, if such redemption or notice is subject to satisfaction of one or more conditions precedent, the Company may, in its discretion, delay the redemption date until such time as any or all such conditions shall be satisfied or waived, or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied or waived by the redemption date, or by the redemption date so delayed. This Security is also subject to redemption to the applicable Redemption Dateextent provided in Section 14.01 of the Base Indenture. The Make-Whole Premium Company’s actions and determinations in determining the redemption price shall be conclusive and binding for all purposes, absent manifest error. Notice of any redemption will be calculated by an independent investment banking institution of national standing appointed by mailed or electronically delivered (or otherwise transmitted in accordance with the Company; provided, that if the Company fails to make such appointment Depositary’s procedures) at least 45 business 10 but not more than 60 days prior before the redemption date to each Holder of the Redemption DateSecurities to be redeemed. In the case of a partial redemption, or if selection of the institution so appointed is unwilling or unable to make such calculation, such calculation Securities for redemption will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculationpro rata, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed lot or by such other method as the Trustee shall deem fair in its sole discretion deems appropriate and appropriatefair. The Trustee may select for redemption Senior Debt No Securities and portions of Senior Debt Securities in amounts of whole multiples a principal amount of $1,0002,000 or less will be redeemed in part. If any Security is to be redeemed in part only, the notice of redemption that relates to the Security will state the portion of the principal amount of the Security to be redeemed. A Security in a principal amount equal to the unredeemed portion of the Security will be issued in the name of the Holder of the Security upon surrender for cancellation of the original Security. For so long as the Securities are held by the Depository, the redemption of the Securities shall be done in accordance with the policies and procedures of the depositary. Unless the Company defaults in payment of the redemption price, on and after the redemption date interest will cease to accrue on the Securities or portions thereof called for redemption.

Optional Redemption. The 2008 Notes and Company may, at its option, redeem the 2028 Debentures may be redeemed at any time at the option of the CompanyNotes, in whole or in part, at any time and from time to time in partprior to June 15, upon not less than 30 and not more than 60 days' notice 2027 (the date that is 1 month prior to the Holders thereof, on any date prior to maturity Stated Maturity of the principal of the Notes) (the "Redemption “Par Call Date") ”), at a price Redemption Price (the "Redemption Price"expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of (i1) (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the Redemption Date (assuming the Notes matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year of twelve 30-day months) at the Treasury Rate plus 30 basis points, less (b) interest accrued to the Redemption Date, and (2) 100% of the principal amount of Notes to be redeemed, plus, in either case, accrued and unpaid interest, if any, on the applicable series of Senior Debt SecuritiesNotes being redeemed to, plus (ii) accrued interest to but excluding, the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date Regular Record Date to receive interest due on an any Interest Payment Date that is on or prior to the Redemption Date) plus (iii) ). On or after the Par Call Date, the Company may redeem the Notes, in whole or in part, at any time and from time to time, at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, redeemed plus accrued interest and unpaid interest, if any, on the Notes being redeemed to, but excluding, the Redemption Date (subject to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution right of national standing appointed by Holders of record on the Company; provided, relevant Regular Record Date to receive interest due on any Interest Payment Date that if the Company fails to make such appointment at least 45 business days is on or prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all Any redemption or notice thereof pursuant to Section 2.06 of the Senior Debt Securities Thirty-Seventh Supplemental Indenture may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of a series are to be redeemedan equity offering, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions other offering, issuance of Senior Debt Securities in amounts of whole multiples of $1,000indebtedness or other transaction or event.

Optional Redemption. The 2008 Notes and Prior to November 26, 2027, the 2028 Debentures may be redeemed Company may, at any time at the option of the Company, in whole or and from time to time in parttime, redeem all or a part of the Notes, upon not less than 30 and not 10 nor more than 60 days' ’ prior notice mailed by first class mail to each Holder’s registered address, at a Redemption Price equal to the Holders thereof, on any date prior to maturity greater of (the "Redemption Date") at a price (the "Redemption Price") equal to (ia) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes redeemed, plus accrued and unpaid interest thereon to, but not including, the Redemption Date, and (iib) accrued the sum of the present values of 100% of the principal amount of the Notes being redeemed and the remaining scheduled payments of interest to on the Notes from the Redemption Date through November 26, 2027 (computed using a discount rate equal to the Treasury Rate as of such Redemption Date plus 35 basis points), plus accrued and unpaid interest to, but not including, the Redemption Date. On and after November 26, 2027, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ prior notice mailed by first class mail to each Holder’s registered address, at a Redemption Price equal to 100% of the aggregate principal amount thereof, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date, subject to the right of Holders of record of such Senior Debt Securities on the relevant record date Record Date to receive interest due on an the relevant Interest Payment Date. The Company will be entitled, at its option, to redeem the Notes in whole if at any time it becomes obligated to pay additional amounts on the Notes on the next Interest Payment Date that is on or prior with respect to the Redemption DateNotes, but only if its obligation results from a change in, or an amendment to, the laws or treaties (including any regulations or official rulings promulgated thereunder) plus of a Relevant Tax Jurisdiction (iii) or a Make-Whole Premiumpolitical subdivision or taxing authority thereof or therein), or from a change in any official position regarding the interpretation, administration or application of those laws, treaties, regulations or official rulings (including a change resulting from a holding, judgment or order by a court of competent jurisdiction), that becomes effective and is announced after the Issue Date (or, if anythe applicable Relevant Tax Jurisdiction became a Relevant Tax Jurisdiction on a date after the Issue Date, such later date) and provided the Company cannot avoid the obligation after taking reasonable measures to do so. In no event If the Company redeems the Notes in these circumstances, it will the do so at a Redemption Price of the Senior Debt Securities be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being Notes redeemed, respectively, plus accrued interest and unpaid interest, if any, and any other amounts due to the applicable Redemption Dateredemption date. The Make-Whole Premium will If the Company becomes entitled to redeem the Notes in these circumstances, it may do so at any time on a redemption date of its choice. However, the Company must give the Holders being redeemed notice of the redemption not less than 10 days or more than 60 days before the redemption date and not more than 90 days before the next date on which it would be calculated obligated to pay additional amounts. In addition, the Company’s obligation to pay additional amounts must remain in effect when it gives the notice of redemption. Notice of the Company’s intent to redeem the Notes shall not be effective until such time as it delivers to the Trustee both a certificate signed by two of its officers stating that the obligation to pay additional amounts cannot be avoided by taking reasonable measures and an opinion of independent legal counsel or an independent investment banking institution auditor stating that the Company is obligated to pay additional amounts because of national standing appointed by an amendment to or change in law, treaties or position as described in the preceding paragraph. In addition to the Company; provided’s rights to redeem Notes as set forth above, that if the Company fails to make such appointment may at least 45 business days prior to the Redemption Dateany time purchase Notes in open-market transactions, tender offers, privately negotiated purchases or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000otherwise.

Optional Redemption. The 2008 Beginning on or after September 2, 2017, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 30 days, upon not less than 30 and but not more than 60 days' , prior notice mailed to the Holders thereof, on any date prior to maturity registered address of each Holder of the Notes (the "“Redemption Date") at a ”). If any or all of the Notes are redeemed on or after September 2, 2017 and before December 2, 2026 the redemption price (the "Redemption Price") will be equal to the greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date) discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 15 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price If any or all of the Senior Debt Securities Notes are redeemed on or after December 2, 2026, the redemption price will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be mailed at least 30 days, but not more than 60 days, before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 15 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions of Senior Debt Securities in amounts of whole multiples of $1,000payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date.

Optional Redemption. The 2008 Beginning on or after September 18, 2021, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 10 days, upon not less than 30 and but not more than 60 days' , prior notice electronically delivered or mailed to each registered Holder of the Notes (the “Redemption Date”). If any or all of the Notes are redeemed on or after September 18, 2021 and before February 18, 2024, the Redemption Price will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date) discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 7 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium. If any or all of the Notes are redeemed on or after February 18, if any. In no event will 2024, the Redemption Price of (calculated by the Senior Debt Securities Company) will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be electronically delivered or mailed at least 10 days but not more than 60 days before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 5 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions of Senior Debt Securities in amounts of whole multiples of $1,000payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date.

Optional Redemption. The 2008 Notes and Company may, at its option, redeem the 2028 Debentures may be redeemed at any time at the option of the CompanyNotes, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice at any time prior to the Holders thereofPar Call Date, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") Price equal to the greater of (i) 100% of the aggregate principal amount of the applicable series of Senior Debt Securities, plus any Notes to be redeemed; and (ii) the sum of the present values of the remaining scheduled payments of principal of (or the portion of the principal of) and interest on the Notes to be redeemed that would have been due if the Notes matured on the Par Call Date, not including accrued interest and unpaid interest, if any, to the Redemption Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year of twelve 30-day months) at the Treasury Rate plus 17.0 basis points, plus, in each case, accrued and unpaid interest, if any, on the Notes being redeemed to, but not including, the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date Regular Record Date to receive interest due on an any Interest Payment Date that is on or prior to the Redemption Date) plus (iii) ). On or after the Par Call Date, the Company may, at its option, redeem the Notes, in whole or in part, at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than equal to 100% of the aggregate principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, plus accrued interest and unpaid interest, if any, on the Notes being redeemed to, but excluding, the Redemption Date (subject to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution right of national standing appointed by Holders of record on the Company; provided, relevant Regular Record Date to receive interest due on any Interest Payment Date that if the Company fails to make such appointment at least 45 business days is on or prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all Any redemption or notice thereof pursuant to Section 2.06 of the Senior Debt Securities Thirty-Fifth Supplemental Indenture may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of a series are to be redeemedan equity offering, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions other offering, issuance of Senior Debt Securities in amounts of whole multiples of $1,000indebtedness or other transaction or event.

Optional Redemption. The 2008 Except as set forth below, the Company shall not be entitled to redeem the Notes and at its option. Prior to February 28, 2029, the 2028 Debentures may Notes will be redeemed redeemable as a whole at any time or in part from time to time, at the option of the Company, in whole or from time to time in part, upon not less than 30 and on at least 15 but not more than 60 days' days prior notice (the date of any such redemption, a “Redemption Date”), at a redemption price equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of (i) 100% of the principal amount of the applicable series of Senior Debt Securities, plus Notes being redeemed and (ii) accrued interest the present value of the Remaining Scheduled Payments on the Notes being redeemed on the applicable Redemption Date, discounted to the such Redemption Date on a semiannual basis (subject to assuming a 360-day year consisting of twelve 30-day months) at the right of Holders of record of such Senior Debt Securities Treasury Rate (as defined herein) plus 50 basis points, plus, in each case, accrued and unpaid interest on the relevant record date to receive interest due on an Interest Payment Date that is on or prior Notes being redeemed to the Redemption Date) plus (iii) . On or after February 28, 2029, we may on any one or more occasions redeem all or a Make-Whole Premium, if any. In no event will the Redemption Price part of the Senior Debt Securities be less Notes, at our option, on at least 15 but not more than 60 days prior notice, at a redemption price equal to 100% of the principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, plus accrued and unpaid interest to on such Notes being redeemed to, but not including, the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if Unless the Company fails to make such appointment at least 45 business days prior to defaults in payment of the redemption price, on and after the Redemption Date, Date interest will cease to accrue on the Notes or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all portions of the Senior Debt Securities of a series are Notes called for redemption and those Notes will cease to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000outstanding.

Optional Redemption. The 2008 Notes and the 2028 Debentures may shall be redeemed at any time at the option of the Companyredeemable, in whole or from time to time in part, upon not less than 30 at the option of the Issuer and not more than 60 days' notice subject to the Holders thereofterms and conditions of the Indenture, on any date prior to maturity Trading Day on or after March 15, 2012 (the an "Redemption DateOPTIONAL REDEMPTION DATE") ), at a redemption price (the "Redemption Price") equal to (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed plus accrued and unpaid interest on the principal amount to be redeemed, plus (ii) accrued interest to to, but excluding, the Optional Redemption Date (subject the "OPTIONAL REDEMPTION PRICE"). Notice of any such redemption by the Issuer will be given at least 30, but not more than 60, days before any Optional Redemption Date to each Holder of Notes to be redeemed at such Holder's registered address. The Issuer shall pay or deposit funds with the right of Holders of record of such Senior Debt Securities on Paying Agent in the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to Optional Redemption Price on or before the applicable Trading Day immediately preceding the Optional Redemption Date. The Make-Whole Premium If notice of such a redemption is provided and funds are paid or deposited as required, interest on and after the Optional Redemption Date will be calculated by an independent investment banking institution cease to accrue on the Notes or portions of national standing appointed by Notes called for such a redemption. In the Company; providedevent that any Optional Redemption Date is not a Business Day, that if the Company fails to make such appointment at least 45 business days prior to Issuer will pay the Optional Redemption Date, Price on the next Business Day without any additional interest or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")other payment due. If less than all of the Senior Debt Securities of a series Notes are to be redeemedredeemed at the option of the Issuer, the Trustee will select shall select, by lot, on a pro rata basis or otherwise in accordance with the Senior Debt Securities applicable procedures of the DTC, the Notes and portions of Notes to be redeemed by such method as the Trustee shall deem fair and appropriateredeemed. The Trustee may select for redemption Senior Debt Securities Notes and portions of Senior Debt Securities Notes of this series in amounts of whole multiples of $1,0001,000 principal amount. Notes in denominations larger than $1,000 principal amount may be redeemed in part but only in whole multiples of $1,000 principal amount.

Optional Redemption. The 2008 Beginning on or after [March 24]8, 2022, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 10 days, upon not less than 30 and but not more than 60 days' , prior notice electronically delivered or mailed to each registered Holder of the Notes (the “Redemption Date”). 8 Note that this date on the execution version of the supplemental indenture will be 181 days after the settlement date of the exchange offer. If any or all of the Notes are redeemed on or after [March 24]9, 2022 and before January 1, 2027, the Redemption Price will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date), assuming that such Notes matured on January 1, 2027, discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 20 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium. If any or all of the Notes are redeemed on or after January 1, if any. In no event will 2027, the Redemption Price of (calculated by the Senior Debt Securities Company) will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be electronically delivered or mailed at least 10 days but not more than 60 days before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 5 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date. 9 Note that this date on the execution version of Senior Debt Securities in amounts the supplemental indenture will be 181 days after the settlement date of whole multiples of $1,000the exchange offer.

Optional Redemption. The 2008 Notes and Company may, at its option, redeem the 2028 Debentures may be redeemed at any time at the option of the CompanyNotes, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice at any time prior to the Holders thereofPar Call Date, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") Price equal to the greater of (i) 100% of the aggregate principal amount of the applicable series of Senior Debt Securities, plus any Notes to be redeemed; and (ii) the sum of the present values of the remaining scheduled payments of principal of (or the portion of the principal of) and interest on the Notes to be redeemed that would have been due if the Notes matured on the Par Call Date, not including accrued interest and unpaid interest, if any, to the Redemption Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year of twelve 30-day months) at the Treasury Rate plus 12.5 basis points, plus, in each case, accrued and unpaid interest, if any, on the Notes being redeemed to, but not including, the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date Regular Record Date to receive interest due on an any Interest Payment Date that is on or prior to the Redemption Date) plus (iii) ). On or after the Par Call Date, the Company may, at its option, redeem the Notes, in whole or in part, at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than equal to 100% of the aggregate principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, plus accrued interest and unpaid interest, if any, on the Notes being redeemed to, but excluding, the Redemption Date (subject to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution right of national standing appointed by Holders of record on the Company; provided, relevant Regular Record Date to receive interest due on any Interest Payment Date that if the Company fails to make such appointment at least 45 business days is on or prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all Any redemption or notice thereof pursuant to Section 2.06 of the Senior Debt Securities Thirty-Third Supplemental Indenture may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of a series are to be redeemedan equity offering, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions other offering, issuance of Senior Debt Securities in amounts of whole multiples of $1,000indebtedness or other transaction or event.

Optional Redemption. The 2008 Notes and On or after December 5, 2010, the 2028 Debentures may be redeemed at any time at Company shall have the option of to redeem the CompanyConvertible Subordinated Notes, in whole or from time to time in part, upon not less than 30 at the following Redemption Prices (expressed as percentages of principal amount), if redeemed during the twelve month period beginning December 1 of each year indicated (December 5, 2010 through November 30, 2010, in the case of the first such year) plus accrued and unpaid interest (and Liquidated Damages, if any) to, but excluding, the Redemption Date: YEAR REDEMPTION PRICE ---- ---------------- 2010... 102.344% 2011... 101.563% 2012... 100.781% and 100% at December 1, 2013. Notice of redemption will be mailed by first class mail at least 15 days but not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to (i) 100% of the principal amount of the applicable series of Senior Debt Securities, plus (ii) accrued interest to days before the Redemption Date (subject to the right each holder of Holders Convertible Subordinated Notes to be redeemed at his or her registered address. Convertible Subordinated Notes in denominations larger than $1,000 may be redeemed in part but only in integral multiples of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")$1,000. If less than all of the Senior Debt Securities of a series Convertible Subordinated Notes are to be redeemed, the Trustee will shall select the Senior Debt Securities Convertible Subordinated Notes to be redeemed by such a method as that complies with the requirements of the principal national securities exchange, if any, on which the Convertible Subordinated Notes are listed or quoted, or, if the Convertible Subordinated Notes are not so listed, on a pro rata basis by lot or by any other method that the Trustee shall deem considers fair and appropriate. The Trustee may select On and after the Redemption Date, interest (and Liquidated Damages, if any) ceases to accrue on Convertible Subordinated Notes or portions thereof called for redemption Senior Debt Securities (unless the Company defaults in the payment of the Redemption Price). If this Convertible Subordinated Note is redeemed on a date which is also an Interest Payment Date, the interest payment (and portions Liquidated Damages, if any) due on such Interest Payment Date will be paid to the Person in whose name this Convertible Subordinated Note is registered at the close of Senior Debt Securities in amounts of whole multiples of $1,000business on such Regular Record Date.

Optional Redemption. The 2008 Beginning on or after September 24, 2020, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 10 days, upon not less than 30 and but not more than 60 days' , prior notice electronically delivered or mailed to each registered Holder of the Notes (the “Redemption Date”). If any or all of the Notes are redeemed on or after September 24, 2020 and before December 22, 2029 the Redemption Price will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of: (i) 100% of the Table of Contents principal amount of the Notes to be redeemed, or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued and unpaid to, but not including, the Redemption Date) discounted to the Redemption Date, on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the sum of the Treasury Rate plus 50 basis points, plus, in either case, accrued interest thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date. If any or all of the Notes are redeemed on or after December 22, 2029, the Redemption Price (calculated by the Company) will be equal to 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed plus accrued and unpaid interest to, plus (ii) accrued interest to but not including, the Redemption Date (subject for such Notes. On and after the Redemption Date for the Notes, interest will cease to the right of Holders of record of such Senior Debt Securities accrue on the relevant record date to receive interest due on an Interest Payment Date that is on Notes or prior to any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption Date) plus (iii) a Make-Whole PremiumPrice and accrued interest, if any. In no event will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Senior Debt Securities Notes to be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be electronically delivered or mailed at least 10 days but not more than 60 days before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 5 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions of Senior Debt Securities in amounts of whole multiples of $1,000payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date.

Optional Redemption. The 2008 Notes and the 2028 Debentures may be redeemed at any time at the option of the Company, in whole or from time to time in part, upon not less than 30 and notice of not more than 60 days' notice nor less than 15 days prior to the Holders thereofdate fixed for redemption (each, on any date prior to maturity (the "a “Redemption Date") ”), at a redemption price (the "Redemption Price") equal to the sum of (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes being redeemed, plus accrued interest thereon to, but excluding, the Redemption Date and (ii) accrued interest the Make-Whole Amount (as defined below), if any, with respect to such Notes. If the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is Notes are redeemed on or after October 1, 2028 (two months prior to the Redemption Maturity Date) plus (iii) a Make-Whole Premiumthe “Par Call Date”), if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of redemption price shall equal the principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, redeemed plus accrued and unpaid interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; providedthereon to, that if the Company fails to make such appointment at least 45 business days prior to but excluding, the Redemption Date, or if without any payment of a Make-Whole Amount. If notice of redemption has been given as provided in the institution so appointed is unwilling or unable Indenture and funds for the redemption of any Notes called for redemption have been made available on the Redemption Date, the Notes will cease to make such calculation, such calculation bear interest on the Redemption Date and the only right of the holders of the Notes from and after the Redemption Date will be made by Merrxxx Xxxchto receive payment of the redemption price upon surrender of the Notes in accordance with the notice. Notice of a redemption of any Notes will be given to holders at their addresses, Pierceas shown in the security register. The notice of redemption will specify, Fennxx & Xmitx Xxxorporated oramong other items, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution the redemption price and the principal amount of national standing appointed the Notes held by the Trustee (holders to be redeemed. Any such redemption may, in any the Company’s discretion, be subject to the satisfaction of one or more conditions precedent, as specified in such case, an "Independent Investment Banker")redemption notice. If less than all of the Senior Debt Securities of a series Notes are to be redeemedredeemed at the Company’s option, the Company will notify the Trustee will select under the Senior Debt Securities Indenture at least 45 days prior to the giving of notice of redemption, or such shorter period as may be satisfactory to the Trustee, of the aggregate principal amount of the Notes to be redeemed by and their redemption date. The Trustee under the Indenture will select, in such method manner as the Trustee shall deem it deems fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions , no less than 45 days prior to the date of Senior Debt Securities redemption, the Notes to be redeemed in amounts of whole multiples of $1,000part.

Optional Redemption. The 2008 Notes and Company may, at its option, redeem the 2028 Debentures may be redeemed at any time at the option of the CompanyNotes, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice at any time prior to the Holders thereofPar Call Date, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") Price equal to the greater of (i) 100% of the aggregate principal amount of the applicable series of Senior Debt Securities, plus any Notes to be redeemed; and (ii) the sum of the present values of the remaining scheduled payments of principal of (or the portion of the principal of) and interest on the Notes to be redeemed that would have been due if the Notes matured on the Par Call Date, not including accrued interest and unpaid interest, if any, to the Redemption Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year of twelve 30-day months) at the Treasury Rate plus 15.0 basis points, plus, in each case, accrued and unpaid interest, if any, on the Notes being redeemed to, but not including, the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date Regular Record Date to receive interest due on an any Interest Payment Date that is on or prior to the Redemption Date) plus (iii) ). On or after the Par Call Date, the Company may, at its option, redeem the Notes, in whole or in part, at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than equal to 100% of the aggregate principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, plus accrued interest and unpaid interest, if any, on the Notes being redeemed to, but excluding, the Redemption Date (subject to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution right of national standing appointed by Holders of record on the Company; provided, relevant Regular Record Date to receive interest due on any Interest Payment Date that if the Company fails to make such appointment at least 45 business days is on or prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all Any redemption or notice thereof pursuant to Section 2.06 of the Senior Debt Securities Thirty-Fourth Supplemental Indenture may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of a series are to be redeemedan equity offering, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions other offering, issuance of Senior Debt Securities in amounts of whole multiples of $1,000indebtedness or other transaction or event.

Optional Redemption. The 2008 Notes and Prior to September 1, 2029 (the 2028 Debentures may be redeemed “Par Call Date”), the Securities are subject to redemption at the Company’s option, at any time at the option of the Companyand from time to time, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice at a Redemption Price equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to (i) greater of: • 100% of the principal amount to be redeemed plus accrued and unpaid interest thereon to, but excluding, the redemption date, and • the sum, as determined by an Independent Investment Banker, of the present values of the remaining scheduled payments of principal and interest on the Securities to be redeemed (exclusive of interest accrued to the redemption date) discounted to the redemption date on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) through the Par Call Date at the applicable series of Senior Debt SecuritiesTreasury Rate plus 50 basis points, plus (ii) accrued and unpaid interest to on the Redemption Date (principal amount being redeemed to, but excluding, the redemption date. On or after the Par Call Date, the Securities are subject to redemption at the right of Holders of record of such Senior Debt Securities on the relevant record date Company's option, at any time and from time to receive interest due on an Interest Payment Date that is on time, in whole or prior to the Redemption Date) plus (iii) in part, at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than equal to 100% of the principal amount to be redeemed plus accrued and unpaid interest thereon to, but excluding, the redemption date. Notice of any redemption shall be delivered at least 10 days but not more than 60 days before the redemption date to each registered Holder of the applicable series Securities to be redeemed. If money sufficient to pay the Redemption Price of Senior Debt all of the Securities being redeemed(or portions thereof) to be redeemed on the redemption date is deposited with the Trustee or Paying Agent on or before the redemption date, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if and unless the Company fails to make such appointment at least 45 business days prior to defaults in payment of the Redemption DatePrice, on and after the redemption date, interest shall cease to accrue on the Securities or if portions of the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Securities called for redemption. If less fewer than all of the Senior Debt Securities of a series are to be redeemed, and such Securities are at the time represented by a Global Security, the Depositary shall select by lot the particular interests to be redeemed. If the Company elects to redeem fewer than all of the Securities, and any of such Securities are not represented by a Global Security, then the Trustee will shall select the Senior Debt particular Securities to be redeemed in a manner it deems appropriate and fair (and the Depositary shall select by such method as lot the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities particular interests in amounts of whole multiples of $1,000any Global Security to be redeemed), subject to the Depositary’s applicable procedures.

Optional Redemption. The 2008 provisions of Article Eleven of the Indenture shall apply to this Note, as supplemented or amended by the following paragraphs. The Notes and shall be redeemable, at the 2028 Debentures may be redeemed Company’s sole option, in whole at any time at the option of the Company, or in whole or part from time to time time, in parteach case prior to November 1, upon not less than 30 and not more than 60 days' notice 2031 (the “Par Call Date”), for cash, at a Redemption Price equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of (i) 100% of the aggregate principal amount of the applicable series of Senior Debt Securities, plus Notes to be redeemed or (ii) accrued interest an amount equal to the sum of the present values of the remaining scheduled payments of principal of and interest on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (exclusive of unpaid interest accrued to, but not including, such Redemption Date), discounted to such Redemption Date on a semiannual basis (subject to assuming a 360-day year consisting of twelve 30-day months) at the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) Treasury Rate plus (iii) a Make-Whole Premium20 basis points, plus, in each case, unpaid interest, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of , on the principal amount of the Notes to be redeemed accrued to, but not including, such Redemption Date. In addition, at any time on or after the Par Call Date, the Notes shall be redeemable, at the Company’s sole option, in whole at any time or in part from time to time, for cash, at a Redemption Price equal to 100% of the aggregate principal amount of the Notes to be redeemed plus unpaid interest, if any, on the principal amount of the Notes to be redeemed accrued to, but not including, such Redemption Date. Notwithstanding the foregoing, interest shall be payable to Holders of the Notes on the Regular Record Date applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable an Interest Payment Date falling on or before such Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior following definitions shall apply with respect to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.foregoing:

Optional Redemption. The 2008 Beginning on or after March 24, 2022, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 10 days, upon not less than 30 and but not more than 60 days' , prior notice electronically delivered or mailed to each registered Holder of the Notes (the “Redemption Date”). If any or all of the Notes are redeemed on or after March 24, 2022 and before January 1, 2027, the Redemption Price will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date), assuming that such Notes matured on January 1, 2027, discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 20 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium. If any or all of the Notes are redeemed on or after January 1, if any. In no event will 2027, the Redemption Price of (calculated by the Senior Debt Securities Company) will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be electronically delivered or mailed at least 10 days but not more than 60 days before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 5 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions of Senior Debt Securities in amounts of whole multiples of $1,000payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date.

Optional Redemption. The 2008 Beginning on or after November 22, 2019, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 10 days, upon not less than 30 and but not more than 60 days' , prior notice electronically delivered or mailed to each registered Holder of the Notes (the “Redemption Date”). If any or all of the Notes are redeemed on or after November 22, 2019 and before February 22, 2029 the Redemption Price will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date) discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 15 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium. If any or all of the Notes are redeemed on or after February 22, if any. In no event will 2029, the Redemption Price of (calculated by the Senior Debt Securities Company) will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be electronically delivered or mailed at least 10 days but not more than 60 days before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 5 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions of Senior Debt Securities in amounts of whole multiples of $1,000payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date.

Optional Redemption. The 2008 Notes and the 2028 Debentures may Securities will be redeemed at any time subject to redemption at the option of the CompanyCompany on any date prior to November 3, 2021 (three months prior to the maturity date), in whole or from time to time in part, upon in $1,000 increments (provided that any remaining principal amount thereof shall be at least the minimum authorized denomination thereof), on written notice given to the Securityholders thereof not less than 30 and not days nor more than 60 days' notice 90 days prior to the Holders thereof, on any date prior to maturity fixed for redemption in such notice (the "“Make-Whole Redemption Date") ”), at a redemption price (the "Redemption Price") equal to the greater of (i) 100% of the principal amount of the applicable series of Senior Debt Securities, plus such Securities to be redeemed and (ii) accrued interest as determined by the Quotation Agent and delivered to the Trustee, the sum of the present values of the remaining scheduled payments of principal and interest thereon due on any date after the Make-Whole Redemption Date (excluding the portion of interest that will be accrued and unpaid to and including the Make-Whole Redemption Date) discounted from their scheduled date of payment to the Make-Whole Redemption Date (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Redemption Treasury Rate plus 25 basis points (such greater amount is referred to herein as the “Make-Whole Redemption Price”), plus, in either the case of clause (i) or clause (ii), accrued and unpaid interest and Special Interest, if any, thereon to the Make-Whole Redemption Date. In addition, the Offered Securities will be subject to redemption at the right option of Holders of record of such Senior Debt Securities the Company on the relevant record any date to receive interest due on an Interest Payment Date that is (a “Par Redemption Date”) on or after November 3, 2021 (three months prior to the Redemption Date) plus maturity date), in whole or from time to time in part, in $1,000 increments (iii) provided that any remaining principal amount thereof shall be at least the minimum authorized denomination thereof), at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than redemption price equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Offered Securities to be redeemed by (the “Par Redemption Price”), plus accrued and unpaid interest and Special Interest, if any, thereon to the Par Redemption Date. This Security is also subject to redemption to the extent provided in Article XIV of the Indenture. If the giving of the notice of redemption is completed as provided in the Indenture, interest on such method Securities or portions of Securities shall cease to accrue on and after the Make-Whole Redemption Date or Par Redemption Date, as applicable, unless the Trustee Company shall deem fair default in the payment of such Make-Whole Redemption Price or Par Redemption Price, as applicable, and appropriateaccrued interest with respect to any such Security or portion thereof. The Trustee may select for Company shall not be required to make mandatory redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000or sinking fund payments with respect to the Securities.

Optional Redemption. The 2008 Notes and Company may, at its option, redeem the 2028 Debentures may be redeemed at any time at the option of the CompanyNotes, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice at any time prior to the Holders thereofPar Call Date, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") Price equal to the greater of (i) 100% of the aggregate principal amount of the applicable series of Senior Debt Securities, plus any Notes to be redeemed; and (ii) the sum of the present values of the remaining scheduled payments of principal of (or the portion of the principal of) and interest on the Notes to be redeemed that would have been due if the Notes matured on the Par Call Date, not including accrued interest and unpaid interest, if any, to the Redemption Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year of twelve 30-day months) at the Treasury Rate plus 10.0 basis points, plus, in each case, accrued and unpaid interest, if any, on the Notes being redeemed to, but not including, the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date Regular Record Date to receive interest due on an any Interest Payment Date that is on or prior to the Redemption Date) plus (iii) ). On or after the Par Call Date, the Company may, at its option, redeem the Notes, in whole or in part, at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than equal to 100% of the aggregate principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, plus accrued interest and unpaid interest, if any, on the Notes being redeemed to, but excluding, the Redemption Date (subject to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution right of national standing appointed by Holders of record on the Company; provided, relevant Regular Record Date to receive interest due on any Interest Payment Date that if the Company fails to make such appointment at least 45 business days is on or prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all Any redemption or notice thereof pursuant to Section 2.06 of the Senior Debt Securities Thirty-Second Supplemental Indenture may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of a series are to be redeemedan equity offering, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions other offering, issuance of Senior Debt Securities in amounts of whole multiples of $1,000indebtedness or other transaction or event.

Optional Redemption. The 2008 Beginning on or after May 1, 2019, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 10 days, upon not less than 30 and but not more than 60 days' , prior notice electronically delivered or mailed to each registered Holder of the Notes (the “Redemption Date”). If any or all of the Notes are redeemed on or after May 1, 2019 and before January 1, 2024, the redemption price will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date) discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 10 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price If any or all of the Senior Debt Securities Notes are redeemed on or after January 1, 2024, the redemption price will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be mailed (or otherwise electronically delivered) at least 10 days but not more than 60 days before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 5 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions of Senior Debt Securities in amounts of whole multiples of $1,000payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date.

Optional Redemption. The 2008 Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 30 days, upon not less than 30 and but not more than 60 days' , prior notice mailed to the Holders thereof, on any date prior to maturity registered address of each Holder of the Notes (the "“Redemption Date") at a ”). If any or all of the Notes are redeemed before November 13, 2025 the redemption price (the "Redemption Price") will be equal to the greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date) discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 20 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price If any or all of the Senior Debt Securities Notes are redeemed on or after November 13, 2025, the redemption price will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be mailed at least 30 days, but not more than 60 days, before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 15 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions of Senior Debt Securities in amounts of whole multiples of $1,000payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date.

Optional Redemption. The 2008 Notes and shall be redeemable, at the 2028 Debentures may be redeemed Company’s sole option, in whole at any time at the option of the Company, or in whole or part from time to time time, in parteach case prior to April 15, upon not less than 30 and not more than 60 days' notice 2029 (the “Par Call Date”), for cash, at a Redemption Price equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of (i) 100% of the aggregate principal amount of the applicable series of Senior Debt Securities, plus Notes to be redeemed or (ii) accrued interest an amount equal to the sum of the present values of the remaining scheduled payments of principal of and interest on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (exclusive of unpaid interest accrued to, but not including, such Redemption Date), discounted to such Redemption Date on a semiannual basis (subject to assuming a 360-day year consisting of twelve 30-day months) at the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) Treasury Rate plus (iii) a Make-Whole Premium30 basis points, plus, in each case, unpaid interest, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of , on the principal amount of the applicable series of Senior Debt Securities being redeemedNotes to be redeemed accrued to, respectivelybut not including, plus accrued interest to the applicable such Redemption Date. The Make-Whole Premium will In addition, at any time on or after the Par Call Date, the Notes shall be calculated by an independent investment banking institution of national standing appointed by redeemable, at the Company; provided’s sole option, that if the Company fails in whole at any time or in part from time to make such appointment time, for cash, at least 45 business days prior a Redemption Price equal to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all 100% of the Senior Debt Securities aggregate principal amount of a series are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by plus unpaid interest, if any, on the principal amount of the Notes to be redeemed accrued to, but not including, such method as Redemption Date. Notwithstanding the Trustee foregoing, interest shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions be payable to Holders of Senior Debt Securities in amounts of whole multiples of $1,000the Notes on the Regular Record Date applicable to an Interest Payment Date falling on or before such Redemption Date.

Optional Redemption. The 2008 Notes and shall be redeemable, at the 2028 Debentures may be redeemed Company’s sole option, in whole at any time at the option of the Company, or in whole or part from time to time time, in parteach case prior to January 1, upon not less than 30 and not more than 60 days' notice 2033 (the “Par Call Date”), for cash, at a Redemption Price equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of (i) 100% of the aggregate principal amount of the applicable series of Senior Debt Securities, plus Notes to be redeemed or (ii) accrued interest an amount equal to the sum of the present values of the remaining scheduled payments of principal of and interest on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (exclusive of unpaid interest accrued to, but not including, such Redemption Date), discounted to such Redemption Date on a semiannual basis (subject to assuming a 360-day year consisting of twelve 30-day months) at the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) Treasury Rate plus (iii) a Make-Whole Premium20 basis points, plus, in each case, unpaid interest, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of , on the principal amount of the applicable series of Senior Debt Securities being redeemedNotes to be redeemed accrued to, respectivelybut not including, plus accrued interest to the applicable such Redemption Date. The Make-Whole Premium will In addition, at any time on or after the Par Call Date, the Notes shall be calculated by an independent investment banking institution of national standing appointed by redeemable, at the Company; provided’s sole option, that if the Company fails in whole at any time or in part from time to make such appointment time, for cash, at least 45 business days prior a Redemption Price equal to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all 100% of the Senior Debt Securities aggregate principal amount of a series are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by plus unpaid interest, if any, on the principal amount of the Notes to be redeemed accrued to, but not including, such method as Redemption Date. Notwithstanding the Trustee foregoing, interest shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions be payable to Holders of Senior Debt Securities in amounts of whole multiples of $1,000the Notes on the Regular Record Date applicable to an Interest Payment Date falling on or before such Redemption Date.

Optional Redemption. The 2008 Notes and the 2028 Debentures may Each series of Offered Securities will be redeemed at any time subject to redemption at the option of the CompanyCompany on any Redemption Date prior to the maturity date, in whole or from time to time in part, upon in $1,000 increments (provided that any remaining principal amount thereof shall be at least the minimum authorized denomination thereof), on not less than 30 and not nor more than 60 days' ’ prior notice mailed to the Holders thereof, on any date prior holders of Offered Securities to maturity (the "Redemption Date") be redeemed. The Offered Securities will be redeemable at a price (the "Redemption Price") Price equal to the greater of (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesOffered Securities to be redeemed, plus and (ii) an amount, as determined by the Quotation Agent and delivered to the Trustee, equal to the sum of the present values of the remaining scheduled payments of principal and interest thereon due on any date after the Redemption Date (excluding the portion of interest that will be accrued interest and unpaid to and including the Redemption Date) discounted from their scheduled date of payment to the Redemption Date (subject to assuming a 360-day year consisting of twelve 30-day months) at the right Adjusted Redemption Treasury Rate plus (A) 15 basis points in the case of Holders the 2015 Notes and (B) 25 basis points in the case of record the 2022 Notes plus, in the case of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on either clause (i) or prior to clause (ii), accrued and unpaid interest, if any, to, but excluding, the Redemption Date) plus (iii) . Notwithstanding the immediately preceding paragraph, the 2022 Notes will be redeemable on or after March 15, 2022 at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are 2022 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000Redemption Date.

Optional Redemption. The 2008 Notes and the 2028 Debentures Issuer may be redeemed at any time at the its option of the Companyredeem this Note, in whole or in part, at any time or from time to time in part, upon not less than 30 and not more than 60 days' notice to the Holders thereoftime, on any date prior to maturity (the "Redemption Date") Stated Maturity, upon notice as set forth in Section 4.2 of the Supplemental Indenture, at a price (the "Redemption Price") Price equal to the greater of (i1) 100% of the principal amount of the applicable series Notes to be redeemed or (2) the sum of Senior Debt Securitiesthe present values of the Remaining Scheduled Payments (as defined in the Supplemental Indenture) of the Notes being redeemed discounted, on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months), using a discount rate equal to the sum of the Treasury Rate (as defined in the Supplemental Indenture) plus 50 basis points, plus in each case accrued and unpaid interest thereon, if any (ii) accrued interest to including Additional Interest, if any), to, but not including, the Redemption Date (subject to as defined in the right of Holders of record of such Senior Debt Securities on Supplemental Indenture); provided that if the relevant record date to receive interest due on an Interest Payment Redemption Date that is on or after October 31, 2024 (three months prior to the Redemption Date) plus (iii) a Make-Whole PremiumStated Maturity of the Notes), if any. In no event will the Redemption Price of for the Senior Debt Securities Notes will be less than equal to 100% of the aggregate principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, plus accrued and unpaid interest to thereon, if any (including Additional Interest, if any), to, but not including, the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to On and after the Redemption Date, interest (including Additional Interest, if applicable) shall cease to accrue on Notes or if portions of Notes called for redemption, unless the institution so appointed is unwilling or unable to make such calculation, such calculation Issuer defaults in the payment of the Redemption Price. Notice of redemption will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed given by the Trustee (Issuer to the Holders as provided in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000Supplemental Indenture.

Optional Redemption. The 2008 Company may redeem the Notes and the 2028 Debentures may be redeemed at any time at the option of the Companyin whole, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice prior to June 15, 2031 (three months prior to the Holders thereof, on any maturity date prior to maturity of the Notes) (the "Redemption “Par Call Date") ”), at its option, at a redemption price (the "Redemption Price") equal to the greater of (i1) 100% of the principal amount of the applicable series Notes to be redeemed and (2) the sum of Senior Debt Securitiesthe present values of the remaining scheduled payments of principal and interest on the Notes that would be due if such Notes matured on the Par Call Date discounted to the date of redemption (excluding interest accrued to the date of redemption), on a semiannual basis, at a rate equal to the sum of the Treasury Rate plus 50 basis points, plus (ii) in each case, any accrued and unpaid interest to the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record Notes to but excluding the date to receive interest due on an Interest Payment Date that is of redemption. The redemption prices will be calculated assuming a 360-day year consisting of twelve 30-day months. At any time on or prior to after the Redemption Par Call Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price Company may redeem all or any of the Senior Debt Securities be less than Notes at any time in whole, or from time to time in part, at its option, at a redemption price equal to 100% of the principal amount thereof, plus any accrued and unpaid interest on the Notes to, but excluding, the date of redemption. Notwithstanding the foregoing, installments of interest on the Notes that are due and payable on interest payment dates falling on or prior to a redemption date will be payable on the interest payment date to the registered holders as of the applicable series close of Senior Debt Securities being redeemed, respectively, plus accrued interest business on the relevant record date according to the applicable Redemption DateNotes and this Supplemental Indenture. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all For purposes of the Senior Debt Securities of a series are to be redeemedforegoing, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.following definitions apply:

Optional Redemption. The 2008 Notes and the 2028 Debentures may be redeemed are subject to redemption, as a whole or in part, at any time or from time to time, at the option of the Company, in whole or from time to time principal amounts of $1,000 and integral multiples of $1,000 above such amount (provided that the unredeemed portion of any Note redeemed in part, upon part may not be less than 30 and $2,000), on at least 15 days but not more than 60 days' days prior notice as provided in the Indenture. Prior to the Holders thereofPar Call Date, the Redemption Price for the Notes will equal the sum of (i) the greater of (y) 100% of the principal amount of the Notes then Outstanding to be redeemed and (z) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes then Outstanding to be redeemed that would have been due if the Notes matured on the Par Call Date (not including any date prior portion of any payments of such interest accrued to maturity (the "Redemption Date"), discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at a price (the "Redemption Price") rate equal to the sum of the Adjusted Treasury Rate (as defined below), as determined by the Independent Investment Banker (as defined below), plus 50 basis points, and (ii) accrued and unpaid interest on the principal amount of the Notes then Outstanding to be redeemed to, but not including, the Redemption Date. On and after the Par Call Date, the Redemption Price for the Notes will equal the sum of (i) 100% of the principal amount of the applicable series of Senior Debt Securities, plus Notes then Outstanding to be redeemed and (ii) accrued and unpaid interest to the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemedNotes then Outstanding to be redeemed to, respectivelybut not including, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium Notwithstanding the foregoing, installments of interest on Notes that are due and payable on Interest Payment Dates falling on or prior to a Redemption Date will be calculated by an independent investment banking institution of national standing appointed by payable on the Company; provided, that if the Company fails to make such appointment at least 45 business days prior Interest Payment Date to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all Holders thereof as of the Senior Debt Securities close of a series are business on the corresponding Regular Record Date pursuant to be redeemed, Section 1 of this Note and Section 205 of the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000Ninth Supplemental Indenture.

Optional Redemption. The 2008 Notes and the 2028 Debentures Issuer may be redeemed at any time at the its option of the Companyredeem this Note, in whole or in part, at any time or from time to time in part, upon not less than 30 and not more than 60 days' notice to the Holders thereoftime, on any date prior to maturity (the "Redemption Date") Stated Maturity, upon notice as set forth in Section 4.2 of the Supplemental Indenture, at a price (the "Redemption Price") Price equal to the greater of (i1) 100% of the principal amount of the Notes to be redeemed or (2) the sum of the present values of the Remaining Scheduled Payments (as defined in the Supplemental Indenture) of the Notes being redeemed discounted, on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months), at the applicable series of Senior Debt SecuritiesReinvestment Rate, plus in each case accrued and unpaid interest thereon, if any (ii) accrued interest to including Additional Interest, if any), to, but not including, the Redemption Date (subject to as defined in the right of Holders of record of such Senior Debt Securities on Supplemental Indenture); provided that if the relevant record date to receive interest due on an Interest Payment Redemption Date that is on or after October 31, 2024 (three months prior to the Redemption Date) plus (iii) a Make-Whole PremiumStated Maturity of the Notes), if any. In no event will the Redemption Price of for the Senior Debt Securities Notes will be less than equal to 100% of the aggregate principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, plus accrued and unpaid interest to thereon, if any (including Additional Interest, if any), to, but not including, the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to On and after the Redemption Date, interest (including Additional Interest, if applicable) shall cease to accrue on Notes or if portions of Notes called for redemption, unless the institution so appointed is unwilling or unable to make such calculation, such calculation Issuer defaults in the payment of the Redemption Price. Notice of redemption will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed given by the Trustee (Issuer to the Holders as provided in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000Supplemental Indenture.

Optional Redemption. The 2008 Issuers will be entitled at their option to redeem all or any portion of the Notes and the 2028 Debentures may be redeemed at any time at the option of the Company, in whole or from time to time in partprior to 90 days prior to August 19, upon not less than 30 and not more than 60 days' notice 2022, at a redemption price equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to (i) greater of: • 100% of the principal amount of the Notes being redeemed; or • the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the redemption date) discounted to the redemption date on an annual basis (ACTUAL/ACTUAL (ICMA)) using a discount rate equal to the Comparable Government Bond Rate plus 60 basis points, plus, in each case, accrued and unpaid interest thereon and any Additional Amounts to, but not including, the applicable series of Senior Debt SecuritiesRedemption Date; provided, plus (ii) accrued interest to however, that if the Redemption Date falls after a record date and on or prior to the corresponding Interest Payment Date, the Issuers will pay the full amount of accrued and unpaid interest and any Additional Amounts, if any, on such Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). In addition, the Notes may be redeemed on or after 90 days prior to August 19, 2022 at a redemption price equal to 100% of the principal amount of the Notes being redeemed, plus accrued and unpaid interest thereon and any Additional Amounts to, but not including, the applicable Redemption Date. The Trustee shall not be responsible for the calculation of, or otherwise required to verify, the redemption price. In addition to the foregoing, the Issuers may redeem the Notes, in whole but not in part, at their discretion at any time upon giving not less than 30 nor more than 60 days’ prior notice to the Holders (which notice will be irrevocable), at a redemption price equal to 100% of the aggregate principal amount thereof, together with accrued and unpaid interest, if any, to the redemption date fixed by the Issuers (a “Tax Redemption Date”) and all Additional Amounts, if any, then due and which will become due on the Tax Redemption Date as a result of the redemption or otherwise (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Daterelevant interest payment date and Additional Amounts (if any) plus (iii) a Make-Whole Premiumin respect thereof), if any. In no event will the Redemption Price Issuers determine that (x) they, or the relevant Note Guarantor, on the next date on which any amount would be payable in respect of the Senior Debt Securities be less than 100% Notes or any Guarantee of the principal amount Notes, are required or would be required to pay Additional Amounts (but in the case of the applicable series of Senior Debt Securities being redeemedrelevant Guarantor, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will only if such amount payable cannot be calculated by an independent investment banking institution of national standing appointed paid by the Company; providedIssuers or another Guarantor who can pay such amount without the obligation to pay Additional Amounts), that if and (y) such payment obligation cannot be avoided by taking reasonable measures available to it (including by making payment through a different paying agent), and the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of requirement arises as a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.result of:

Optional Redemption. The 2008 Notes and will be redeemable in whole or in part, at the 2028 Debentures may be redeemed Company’s option, at any time at the option of the Company, in whole or and from time to time in partprior to November 15, upon not less than 30 and not more than 60 days' notice 2027 (three months prior to the Holders thereof, on any date prior to maturity (the "Redemption Stated Maturity Date") at a price Redemption Price equal to the greater of (the "Redemption Price"“Applicable Premium”) equal to (ia) 100% of the principal amount of the applicable series Notes to be redeemed and (b) the sum of Senior Debt Securities, plus the present values of the remaining scheduled payments of principal and interest thereon (iinot including any portion of such payments of interest accrued as of the Redemption Date) accrued interest discounted to the Redemption Date on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate (as defined below), plus 15 basis points, plus, in each case, accrued and unpaid interest thereon to, but excluding, the Redemption Date. The Notes will be redeemable in whole or in part, at the Company’s option, at any time and from time to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is time on or after November 15, 2027 (three months prior to the Redemption Stated Maturity Date) plus (iii) at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being Notes to be redeemed, respectively, plus accrued interest to and unpaid interest, if any, thereon to, but excluding, the applicable Redemption Date. The Make-Whole Premium Further, installments of interest on any Notes to be optionally redeemed that are due and payable on Interest Payment Dates falling on or prior to a Redemption Date will be calculated payable on the applicable Interest Payment Date to the Holders of the Notes as of the close of business on the relevant Regular Record Date according to such Notes and the Indenture. Notice of any redemption will be mailed, or delivered electronically if held by an independent investment banking institution of national standing appointed by the Company; providedDTC in accordance with DTC’s customary procedures, that if the Company fails to make such appointment at least 45 business not less than 30 days and not more than 60 days prior to the Redemption Date to each Holder of Notes to be redeemed. Unless the Company defaults in payment of the Redemption Price, from and after the Redemption Date, interest will cease to accrue on the Notes or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")portions thereof called for redemption. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed will be selected by such method as the Trustee shall deem by a method that the Trustee deems to be fair and appropriate. The Trustee may select for For purposes of the foregoing optional redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.provisions, the following terms are applicable:

Optional Redemption. The 2008 Issuers will be entitled at their option to redeem all or any portion of the Notes and the 2028 Debentures may be redeemed at any time at the option of the Company, in whole or from time to time in partprior to 90 days prior to March 24, upon not less than 30 and not more than 60 days' notice 2025, at a redemption price equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to (i) greater of: • 100% of the principal amount of the applicable series Notes being redeemed; or • the sum of Senior Debt Securitiesthe present values of the remaining scheduled payments of principal and interest thereon that would be due after the related Redemption Date, plus but for such redemption, and calculated as if such Notes being redeemed matured on December 24, 2024 (ii90 days prior to maturity) (the “Par Call Date”) (not including any portion of such payments of interest accrued interest as of the Redemption Date) discounted to the Redemption Date on an annual basis (ACTUAL/ACTUAL (ICMA)) using a discount rate equal to the Comparable Government Bond Rate plus 50 basis points (such excess, if any, of (ii) over (i), the “Make-Whole Premium”), plus, in each case, accrued and unpaid interest thereon and any Additional Amounts to, but not including, the applicable Redemption Date; provided, however, that if the Redemption Date falls after a record date and on or prior to the corresponding Interest Payment Date, the Issuers will pay the full amount of accrued and unpaid interest and any Additional Amounts, if any, on such Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). In addition, the Notes may be redeemed on or after the Par Call Date at a redemption price equal to 100% of the principal amount of the Notes being redeemed, plus accrued and unpaid interest thereon and any Additional Amounts to, but not including, the applicable Redemption Date. None of the Trustee or Agents shall be responsible for the calculation of, or otherwise required to verify, the redemption price. In addition to the foregoing, the Issuers may redeem the Notes, in whole but not in part, at their discretion at any time upon giving not less than 30 nor more than 60 days’ prior notice to the Holders (which notice will be irrevocable), at a redemption price equal to 100% of the aggregate principal amount thereof, together with accrued and unpaid interest, if any, to the redemption date fixed by the Issuers (a “Tax Redemption Date”) and all Additional Amounts, if any, then due and which will become due on the Tax Redemption Date as a result of the redemption or otherwise (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Daterelevant interest payment date and Additional Amounts (if any) plus (iii) a Make-Whole Premiumin respect thereof), if any. In no event will the Redemption Price Issuers determine that (x) they, or the relevant Guarantor, on the next date on which any amount would be payable in respect of the Senior Debt Securities be less than 100% Notes or any Guarantee of the principal amount Notes, are required or would be required to pay Additional Amounts (but in the case of the applicable series of Senior Debt Securities being redeemedrelevant Guarantor, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will only if such amount payable cannot be calculated by an independent investment banking institution of national standing appointed paid by the Company; providedIssuers or another Guarantor who can pay such amount without the obligation to pay Additional Amounts), that if and (y) such payment obligation cannot be avoided by taking reasonable measures available to it (including by making payment through a different paying agent), and the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of requirement arises as a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.result of:

Optional Redemption. The 2008 Notes and Company may redeem the 2028 Debentures may be redeemed at any time at the option of the CompanySecurities, in whole or in part (equal to an integral multiple of $1,000; provided that these Securities shall not be in denominations of less than $2,000), at its option at any time and from time to time in part, upon not less than 30 and not more than 60 days' notice time. The Redemption Price for the Securities to be redeemed will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesSecurities to be redeemed, plus and (ii) accrued the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the Redemption Date (subject assuming the notes matured on the 2026 Par Call Date) on a semi-annual basis, assuming a 360-day year consisting of twelve 30-day months, at the Treasury Rate plus 25 basis points, less interest accrued to the right Redemption Date. The principal amount of Holders a Security remaining outstanding after a redemption in part shall be $2,000 or an integral multiple of record $1,000 in excess thereof. Notice of such Senior Debt redemption shall be mailed (or otherwise transmitted in accordance with the procedures of The Depository Trust Company (“DTC”)) to each registered Holder of the Securities on to be redeemed at least 10 days, and not more than 60 days (except that notices of redemption may be mailed (or otherwise transmitted in accordance with DTC procedures) more than 60 days prior to a Redemption Date if issued in connection with a defeasance of the relevant record date to receive interest due on an Interest Payment Date that is on applicable Securities or a satisfaction and discharge of the Indenture), prior to the Redemption Date) plus . Once notice of redemption is mailed (iii) a Make-Whole Premiumor otherwise transmitted in accordance with the procedures of DTC), if any. In no event will the Securities called for redemption shall become due and payable on the Redemption Price Date and at the Redemption Price, plus accrued and unpaid interest to, but excluding, the Redemption Date. Commencing on 2026 Par Call Date, the Securities are redeemable at the option of the Senior Debt Securities be less than Company, at any time in whole or from time to time in part, at a Redemption Price equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued and unpaid interest to on the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as to, but excluding, the Trustee shall deem fair and appropriateRedemption Date. The Trustee may select for redemption Senior Debt Securities and portions For purposes of Senior Debt Securities in amounts this paragraph, the following definitions are applicable: “2026 Par Call Date” means, March 6, 2024 (two (2) years prior to the maturity date of whole multiples of $1,000the 2026 notes).

Optional Redemption. The 2008 Subject to the provisions of Article XI of the Base Indenture, the 2019 Notes and the 2028 Debentures may shall be redeemed at any time redeemable at the option of the Company, in whole or in part at any time and from time to time in parttime, upon not less than 30 and not more than 60 days' notice at a Redemption Price equal to the Holders thereof, on any date prior to maturity greater of (the "Redemption Date") at a price (the "Redemption Price") equal to (ia) 100% of the principal amount of the applicable series 2019 Notes to be redeemed plus accrued and unpaid interest (if any) to but excluding the Redemption Date and (b) the sum, as determined by the Quotation Agent, of Senior Debt Securitiesthe present values of the principal amount of the 2019 Notes to be redeemed, plus together with remaining scheduled payments of interest (iiexclusive of accrued and unpaid interest (if any) accrued interest to but excluding the Redemption Date) from the Redemption Date to the stated maturity date of the 2019 Notes, in each case discounted to the Redemption Date on a semi-annual basis, assuming a 360-day year consisting of twelve 30-day months, at the Treasury Rate plus 25 basis points, plus accrued and unpaid interest (subject to the right of Holders of record of such Senior Debt Securities if any) on the relevant record date principal amount of the 2019 Notes being redeemed to receive interest due on an Interest Payment Date that is on or prior to but excluding the Redemption Date. Subject to the provisions of Article XI of the Base Indenture, the 2026 Notes shall be redeemable at the option of the Company, in whole or in part from time to time, (i) plus (iii) prior to July 15, 2025, at a Make-Whole Premium, if any. In no event will the Redemption Price equal to the greater of the Senior Debt Securities be less than (a) 100% of the principal amount of the applicable series 2026 Notes to be redeemed plus accrued and unpaid interest (if any) to but excluding the Redemption Date and (b) the sum, as determined by the Quotation Agent, of Senior Debt Securities the present values of the principal amount of the 2026 Notes to be redeemed, together with remaining scheduled payments of interest (exclusive of accrued and unpaid interest (if any) to but excluding the Redemption Date) from the Redemption Date to the stated maturity date of the 2026 Notes, in each case discounted to the Redemption Date on a semi-annual basis, assuming a 360-day year consisting of twelve 30-day months, at the Treasury Rate plus 30 basis points, plus accrued and unpaid interest (if any) on the principal amount of the Notes being redeemed to but excluding the Redemption Date and (ii) on or after July 15, 2025, at a Redemption Price equal to 100% of the principal amount of the 2026 Notes being redeemed, respectively, plus accrued and unpaid interest on the Notes being redeemed to but excluding the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if If the Company fails elects to make redeem all or any part of the Notes, the Company will mail by first-class mail or deliver in accordance with DTC procedures a notice of redemption to each Holder of the Notes to be redeemed (with a copy to the Trustee) at least 30 days before the Redemption Date. To the extent that the Trustee shall deliver such appointment notice, the Company will deliver such notice to the Trustee at least 45 business days prior to the Redemption DateDate or such shorter period as may be reasonably acceptable to the Trustee. If the exact Redemption Price is not known at the time of the mailing or delivery of such notice of redemption, or if then such notice of redemption need not specify the institution so appointed is unwilling or unable exact Redemption Price and, instead, may describe how the Redemption Price will be calculated. In that case, the Company will notify the Trustee of the Redemption Price with respect to make such any redemption promptly after the calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, and the Trustee will select the Senior Debt Securities to not be redeemed by responsible for such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000calculation.

Optional Redemption. The 2008 provisions of Article Eleven of the Indenture shall apply to this Note, as supplemented or amended by the following paragraphs. The Notes and shall be redeemable, at the 2028 Debentures may be redeemed Company’s sole option, in whole at any time at the option of the Company, or in whole or part from time to time time, in parteach case prior to November 1, upon not less than 30 and not more than 60 days' notice 2030 (the “Par Call Date”), for cash, at a Redemption Price equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of (i) 100% of the aggregate principal amount of the applicable series of Senior Debt Securities, plus Notes to be redeemed or (ii) accrued interest an amount equal to the sum of the present values of the remaining scheduled payments of principal of and interest on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (exclusive of unpaid interest accrued to, but not including, such Redemption Date), discounted to such Redemption Date on a semiannual basis (subject to assuming a 360-day year consisting of twelve 30-day months) at the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) Treasury Rate plus (iii) a Make-Whole Premium30 basis points, plus, in each case, unpaid interest, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of , on the principal amount of the Notes to be redeemed accrued to, but not including, such Redemption Date. In addition, at any time on or after the Par Call Date, the Notes shall be redeemable, at the Company’s sole option, in whole at any time or in part from time to time, for cash, at a Redemption Price equal to 100% of the aggregate principal amount of the Notes to be redeemed plus unpaid interest, if any, on the principal amount of the Notes to be redeemed accrued to, but not including, such Redemption Date. Notwithstanding the foregoing, interest shall be payable to Holders of the Notes on the Regular Record Date applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable an Interest Payment Date falling on or before such Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior following definitions shall apply with respect to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.foregoing:

Optional Redemption. The 2008 Beginning on or after November 13, 2021, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 10 days, upon not less than 30 and but not more than 60 days' , prior notice electronically delivered or mailed to each registered Holder of the Notes (the “Redemption Date”). If any or all of the Notes are redeemed on or after November 13, 2021 and before April 13, 2026, the Redemption Price will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date), assuming that for this purpose that the Notes would mature on April 13, 2026, discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 7.5 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium. If any or all of the Notes are redeemed on or after April 13, if any. In no event will 2026, the Redemption Price of (calculated by the Senior Debt Securities Company) will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be electronically delivered or mailed at least 10 days but not more than 60 days before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 5 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions of Senior Debt Securities in amounts of whole multiples of $1,000payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date.

Optional Redemption. The 2008 Beginning on or after September 3, 2022, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 10 days, upon not less than 30 and but not more than 60 days' , prior notice electronically delivered or mailed to each registered Holder of the Notes (the “Redemption Date”). If any or all of the Notes are redeemed on or after September 3, 2022 and before December 3, 2031, the Redemption Price will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date), assuming for this purpose that the Notes would mature on December 3, 2031, discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 20 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium. If any or all of the Notes are redeemed on or after December 3, if any. In no event will 2031, the Redemption Price of (calculated by the Senior Debt Securities Company) will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be electronically delivered or mailed at least 10 days but not more than 60 days before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 5 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions of Senior Debt Securities in amounts of whole multiples of $1,000payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date.

Optional Redemption. The 2008 In accordance with Section 3.01 of the Indenture, the Notes and the 2028 Debentures may be redeemed are subject to redemption, in whole or in part, at any time and or from time to time, prior to July 1, 2034 (the “Par Call Date”), at the option of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a redemption price (the "Redemption Price"expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of (i1) (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the Notes matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 20 basis points less (b) interest accrued to the date of redemption and (2) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes being redeemed, plus (ii) plus, in either case, accrued and unpaid interest to the Redemption Date (redemption date. On or after the Par Call Date, the Notes are subject to redemption, in whole or in part, at any time and from time to time, at the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price option of the Senior Debt Securities be less than Company, at a redemption price equal to 100% of the principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, plus accrued and unpaid interest to the applicable Redemption Dateredemption date. The Make-Whole Premium Notice of redemption will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment mailed at least 45 business 10 days prior but not more than 60 days before the redemption date to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution each Holder of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as the Trustee shall deem fair and appropriateat his registered address. The Trustee Notes in denominations larger than $2,000 principal amount may select for redemption Senior Debt Securities and portions of Senior Debt Securities be redeemed in amounts of part but only in whole multiples of $1,000.. If money sufficient to pay the redemption price of, which shall include accrued interest on, all Notes (or portions thereof) to be redeemed on the redemption date is deposited with the Paying Agent on or before the redemption date and certain other conditions are satisfied, on and after such date interest ceases to accrue on such Notes (or such portions thereof) called for redemption. Notice of any redemption of the Notes may, at the Company’s discretion, be given subject to one or more conditions precedent. If such redemption is so subject to satisfaction of one or more conditions precedent, such notice (i) shall describe each such condition, (ii) shall state that, in the Company’s discretion, the redemption date may be postponed (including more than 60 days after the notice of redemption was delivered) until such time as any or all such conditions have been satisfied (or waived by the Company) and (iii) may be rescinded in the event that any or all such conditions shall not have been satisfied or otherwise waived by the redemption date. The Company shall notify Holders of any such rescission or postponement as soon as practicable after the Company determines that it will not be able to satisfy or otherwise waive such conditions precedent. Once notice of redemption is mailed or sent, subject to the satisfaction of any conditions precedent provided in the notice of redemption, the Notes called for redemption will become due and payable on the redemption date and at the applicable redemption price, plus accrued and unpaid interest to the redemption date. In addition, such notice may provide that payment of the redemption price and performance of the Company’s obligations with respect to such redemption may be performed by another person. For the purpose of the foregoing:

Optional Redemption. The 2008 Notes and the 2028 Debentures may will be redeemed at any time redeemable at the option of the Company, in whole at any time or in part from time to time in parttime, upon not less than on at least 30 and but not more than 60 days' notice to ’ prior notice. If the Holders thereof, on any date Notes are redeemed prior to maturity (October 15, 2042, the "Redemption Date") at a price (Price for the "Redemption Price") Notes to be redeemed will equal to the greater of: (i) 100% of their principal amount, and (ii) the present value of the Remaining Scheduled Payments on the Notes being redeemed on the Redemption Date, discounted to the Redemption Date, on a semi-annual basis, at the Treasury Rate plus 45 basis points (0.45%), plus, in each case, accrued and unpaid interest, if any, on such Notes to the Redemption Date. If the Notes are redeemed on or after October 15, 2042, the Redemption Price for the Notes to be redeemed will equal 100% of the principal amount of the applicable series of Senior Debt Securitiessuch Notes, plus (ii) accrued interest to the Redemption Date (subject to the right of Holders of record of and unpaid interest, if any, on such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior Notes to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will determining the Redemption Price and accrued interest, interest shall be calculated on the basis of a 360-day year consisting of twelve 30-day months. Notice of redemption will be mailed at least 30 days but not more than 60 days before the Senior Debt Securities Redemption Date to each Holder of Notes to be less redeemed at his registered address. Notes in denominations larger than 100% of $1,000 may be redeemed in part. On and after the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution , interest ceases to accrue on Notes or portions of national standing appointed by the Companythem called for redemption; provided, provided that if the Company fails shall default in the payment of such Note at the redemption price together with accrued interest, interest shall continue to make such appointment accrue at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed rate borne by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000Notes.

Optional Redemption. The 2008 Notes and the 2028 Debentures may Securities will be redeemed at any time subject to redemption at the option of the CompanyIssuer on any date prior to the maturity date, in whole or from time to time in part, upon in $1,000 increments (provided that any remaining principal amount thereof shall be at least the minimum authorized denomination thereof), on written notice given to the Securityholders thereof not less than 30 and not days nor more than 60 days' notice 90 days prior to the Holders thereof, on any date prior to maturity fixed for redemption in such notice (the "“Redemption Date") ”). Prior to August 1, 2028 (the “Par Call Date”), the Securities will be redeemable at a redemption price (the "Redemption Price") equal to the greater of (i) 100% of the principal amount of the applicable series of Senior Debt Securities, plus such Securities to be redeemed and (ii) as determined by the Quotation Agent and delivered to the Trustee in writing, the sum of the present values of the aggregate principal amount of the Securities to be redeemed and the remaining scheduled payments of interest thereon due on any date after the Redemption Date to and including the Par Call Date (excluding the portion of interest that will be accrued interest and unpaid to and including the Redemption Date), in each case, discounted from their scheduled date of payment to the Redemption Date (subject to assuming a 360-day year consisting of twelve 30-day months) at the right Adjusted Redemption Treasury Rate plus 50 basis points, plus, in either the case of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on clause (i) or prior to clause (ii), accrued and unpaid interest, if any, thereon to, but excluding, the Redemption Date) plus (iii) . On or after the Par Call Date, the Securities will be redeemable at a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than redemption price equal to 100% of the aggregate principal amount of the applicable series of Senior Debt any Securities being redeemed, respectively, plus accrued interest to and unpaid interest, if any, thereon to, but excluding, the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution If the giving of national standing appointed by the Company; providednotice of redemption is completed as provided in the Indenture, that if the Company fails interest on such Securities or portions of Securities shall cease to make such appointment at least 45 business days prior to accrue on and after the Redemption Date, unless the Issuer shall default in the payment of any such redemption price and accrued interest with respect to any such Security or if the institution so appointed is unwilling or unable portion thereof. The Issuer shall not be required to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling mandatory redemption or unable sinking fund payments with respect to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000Securities.

Optional Redemption. The 2008 Notes and the 2028 Debentures may shall be redeemed at any time redeemable at the option of the CompanyIssuer, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice at any time prior to February 23, 2029 (three months prior to the Holders thereofstated maturity of the Notes)(the “Par Call Date”), on any date prior at a Redemption Price equal to maturity (the "greater of the following amounts, plus, in each case, accrued and unpaid interest thereon to, but not including, the Redemption Date") at a price (the "Redemption Price") equal to : (i) 100% of the aggregate principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed on the Redemption Date, plus or (ii) as determined by the Independent Investment Banker, the sum of the present values of the Remaining Scheduled Payments (not including any portion of payments of interest accrued interest as of the Redemption Date) discounted to the Redemption Date on a semi-annual basis at the Treasury Rate plus 0.35% (subject 35 basis points). The Redemption Price shall be calculated assuming a 360- day year consisting of twelve 30-day months. On or after February 23, 2029 (three months prior to the right stated maturity of Holders the Notes), the Issuer may redeem the Notes at its option, either in whole or in part, at a Redemption Price equal to 100%, plus, in each case, accrued and unpaid interest thereon to, but not including, the Redemption Date. Notwithstanding the foregoing, installments of record of such Senior Debt Securities interest on the relevant record date to receive interest Notes that are due and payable on an Interest Payment Date that is falling on or prior to the relevant Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will Date shall be payable to the Redemption Price Holders of such Notes registered as such at the close of business on the relevant Regular Record Date according to their terms and the provisions of the Senior Debt Securities be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000Indenture.

Optional Redemption. The 2008 Prior to March 15, 2008, the Notes and the 2028 Debentures may will be redeemed at any time redeemable at the option of the Company, in whole or in part, at any time or from time to time in parttime, upon not less than 30 and not nor more than 60 days' days prior written notice mailed by first class mail to each Holder of Notes to be redeemed, at a redemption price equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of (i) 100% of the principal amount of the applicable series of Senior Debt Securities, plus notes to be redeemed or (ii) accrued interest to the Redemption Date (subject to sum, as determined by the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) plus (iii) a Make-Whole PremiumQuotation Agent, if any. In no event will the Redemption Price as defined below, of the Senior Debt Securities be less than 100present values of 103.875% of the principal amount of the applicable series notes to be redeemed and the remaining scheduled payments of Senior Debt Securities being interest thereon from the redemption date to March 15, 2008 for the notes to be redeemed, respectivelyexclusive of interest accrued to the redemption date (the "Remaining Life") discounted from their respective scheduled payment dates to the redemption date on a semiannual basis (assuming a 360-day year consisting of 30-day months) at the Treasury Rate, as defined below, plus 50 basis points, plus, in either case, accrued and unpaid interest on the principal amount being redeemed to the date of redemption. If money sufficient to pay the redemption price of and accrued interest on all of the Notes (or portions thereof) to be redeemed on the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed redemption date is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by deposited with the Trustee or paying agent on or before 11:00 a.m. (in any New York City time) on the redemption date and certain other conditions are satisfied, then on and after such caseredemption date, an "Independent Investment Banker")interest will cease to accrue on such notes (or such portion thereof) called for redemption. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed on a pro rata basis, by lot or by such other method as the Trustee in its sole discretion shall deem to be fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities As used in amounts of whole multiples of $1,000.this Section 4.01:

Optional Redemption. The 2008 Notes and Prior to September 1, 2024, the 2028 Debentures Company, at its option, may be redeemed at any time at the option redeem all or any portion of the Company, in whole or from time to time in part, Notes upon not less than 30 and not nor more than 60 days' notice ’ notice, at a redemption price, plus accrued and unpaid interest to (but not including) the redemption date, equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of (i) 100% of the principal amount of the applicable series of Senior Debt Securities, plus Notes being redeemed or (ii) the sum of the present values of the remaining scheduled payments of principal of and interest on the Notes to be redeemed (exclusive of interest accrued interest to the Redemption Date (subject redemption date) discounted to such redemption date on a semi-annual basis, assuming a 360-day year consisting of twelve 30-day months, at the right of Holders of record of such Senior Debt Securities then-current Treasury Rate plus 50 basis points; provided, however, that if the redemption date falls on or after the relevant interest record date to receive interest due on an Interest Payment Date that is and on or prior to the Redemption Date) plus (iii) a Make-Whole Premiumrelated interest payment date, the Company will pay the full amount of accrued and unpaid interest, if any. In no event will , on such redemption date to the Redemption Price person in whose name the note is registered at the close of business on the corresponding record date (instead of the Senior Debt Securities be holder surrendering its Notes for redemption). On or after September 1, 2024, the Company, at its option, may redeem all or any portion of the Notes upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, redeemed plus accrued and unpaid interest on such Notes to (but not including) the applicable Redemption Dateredemption date. The Make-Whole Premium will be calculated by an independent investment banking institution If any redemption date is not a Business Day, then payment of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation redemption price and accrued and unpaid interest will be made by Merrxxx Xxxchon the next succeeding Business Day, Pierce, Fennxx & Xmitx Xxxorporated or, if and no interest will accrue on the amounts so payable for the period from such firm redemption date to the date payment is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000made.

Optional Redemption. Floating Rate Notes The 2008 Company does not have the right to redeem the Floating Rate Notes and prior to maturity. 2018 Notes At any time, the 2028 Debentures 2018 Notes may be redeemed at any time redeemed, in whole or in part at the option of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice at a redemption price equal to the Holders thereof, on any date prior to maturity greater of (a) 100% of the "Redemption Date"principal amount of the 2018 Notes being redeemed; or (b) at a price (the "Redemption Price") equal to sum of the present value of (i) 100% of the principal amount of the applicable series of Senior Debt Securities, plus 2018 Notes being redeemed and (ii) all required remaining scheduled interest payments due on the 2018 Notes being redeemed, discounted to, but excluding, the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 15 basis points; plus, in each case, any interest accrued interest but not paid to, but excluding, the date of redemption. 2019 Notes At any time, the 2019 Notes may be redeemed, in whole or in part at the option of the Company, at a redemption price equal to the Redemption Date greater of (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Datea) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of the principal amount of the applicable series 2019 Notes being redeemed; or (b) the sum of Senior Debt Securities the present value of (i) 100% of the principal amount of the 2019 Notes being redeemed and (ii) all required remaining scheduled interest payments due on the 2019 Notes being redeemed, respectivelydiscounted to, but excluding, the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 15 basis points; plus, in each case, any interest accrued interest but not paid to, but excluding, the date of redemption. 2021 Notes At any time prior to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; providedMay 15, that if the Company fails to make such appointment at least 45 business days 2021 (one month prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all maturity date of the Senior Debt Securities of a series are to 2021 Notes), the 2021 Notes may be redeemed, in whole or in part at the Trustee will select option of the Senior Debt Securities Company, at a redemption price equal to the greater of (a) 100% of the principal amount of the 2021 Notes being redeemed; or (b) the sum of the present value of (i) 100% of the principal amount of the 2021 Notes being redeemed and (ii) all required remaining scheduled interest payments due on the 2021 Notes being redeemed, in each case calculated as if the maturity date of the 2021 Notes were May 15, 2021 (one month prior to the maturity date of the 2021 Notes), discounted to, but excluding, the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 20 basis points; plus, in each case, any interest accrued but not paid to, but excluding, the date of redemption. At any time on or after May 15, 2021 (one month prior to the maturity date of the 2021 Notes), the 2021 Notes may be redeemed, in whole or in part at the option of the Company, at a redemption price equal to 100% of the principal amount of the 2021 Notes being redeemed by such method plus any interest accrued but not paid to, but excluding, the date of redemption. 2023 Notes At any time prior to April 15, 2023 (two months prior to the maturity date of the 2023 Notes), the 2023 Notes may be redeemed, in whole or in part at the option of the Company, at a redemption price equal to the greater of (a) 100% of the principal amount of the 2023 Notes being redeemed; or (b) the sum of the present value of (i) 100% of the principal amount of the 2023 Notes being redeemed and (ii) all required remaining scheduled interest payments due on the 2023 Notes being redeemed, in each case calculated as if the Trustee shall deem fair maturity date of the 2023 Notes were April 15, 2023 (two months prior to the maturity date of the 2023 Notes), discounted to, but excluding, the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 20 basis points; plus, in each case, any interest accrued but not paid to, but excluding, the date of redemption. At any time on or after April 15, 2023 (two months prior to the maturity date of the 2023 Notes), the 2023 Notes may be redeemed, in whole or in part at the option of the Company, at a redemption price equal to 100% of the principal amount of the 2023 Notes being redeemed plus any interest accrued but not paid to, but excluding, the date of redemption. 2026 Notes At any time prior to March 15, 2026 (three months prior to the maturity date of the 2026 Notes), the 2026 Notes may be redeemed, in whole or in part at the option of the Company, at a redemption price equal to the greater of (a) 100% of the principal amount of the 2026 Notes being redeemed; or (b) the sum of the present value of (i) 100% of the principal amount of the 2026 Notes being redeemed and appropriate(ii) all required remaining scheduled interest payments due on the 2026 Notes being redeemed, in each case calculated as if the maturity date of the 2026 Notes were March 15, 2026 (three months prior to the maturity date of the 2026 Notes), discounted to, but excluding, the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 25 basis points; plus, in each case, any interest accrued but not paid to, but excluding, the date of redemption. The Trustee At any time on or after March 15, 2026 (three months prior to the maturity date of the 2026 Notes), the 2026 Notes may select for be redeemed, in whole or in part at the option of the Company, at a redemption Senior Debt Securities price equal to 100% of the principal amount of the 2026 Notes being redeemed plus any interest accrued but not paid to, but excluding, the date of redemption. 2036 Notes At any time prior to December 15, 2035 (six months prior to the maturity date of the 2036 Notes), the 2036 Notes may be redeemed, in whole or in part at the option of the Company, at a redemption price equal to the greater of (a) 100% of the principal amount of the 2036 Notes being redeemed; or (b) the sum of the present value of (i) 100% of the principal amount of the 2036 Notes being redeemed and portions (ii) all required remaining scheduled interest payments due on the 2036 Notes being redeemed, in each case calculated as if the maturity date of Senior Debt Securities the 2036 Notes were December 15, 2035 (six months prior to the maturity date of the 2036 Notes), discounted to, but excluding, the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 30 basis points; plus, in amounts each case, any interest accrued but not paid to, but excluding, the date of redemption. At any time on or after December 15, 2035 (six months prior to the maturity date of the 2036 Notes), the 2036 Notes may be redeemed, in whole multiples or in part at the option of $1,000the Company, at a redemption price equal to 100% of the principal amount of the 2036 Notes being redeemed plus any interest accrued but not paid to, but excluding, the date of redemption. At any time prior to December 15, 2045 (six months prior to the maturity date of the 2046 Notes), the 2046 Notes may be redeemed, in whole or in part at the option of the Company, at a redemption price equal to the greater of (a) 100% of the principal amount of the 2046 Notes being redeemed; or (b) the sum of the present value of (i) 100% of the principal amount of the 2046 Notes being redeemed and (ii) all required remaining scheduled interest payments due on the 2046 Notes being redeemed, in each case calculated as if the maturity date of the 2046 Notes were December 15, 2045 (six months prior to the maturity date of the 2046 Notes), discounted to, but excluding, the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 30 basis points; plus, in each case, any interest accrued but not paid to, but excluding, the date of redemption. At any time on or after December 15, 2045 (six months prior to the maturity date of the 2046 Notes), the 2046 Notes may be redeemed, in whole or in part at the option of the Company, at a redemption price equal to 100% of the principal amount of the 2046 Notes being redeemed plus any interest accrued but not paid to, but excluding, the date of redemption.

Optional Redemption. The 2008 Except as set forth below, the Notes and the 2028 Debentures may will not be redeemed at any time redeemable at the option of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice Company prior to the Holders thereofMaturity Date. On or after December 6, 2013, the Company may redeem for cash all or any portion of the Notes if the Last Reported Sale Price of Common Stock has been at least 135% of the applicable Exchange Price on each applicable Trading Day for at least 20 Trading Days (whether or not consecutive) during any period of 30 consecutive Trading Days, including the last Trading Day of such period, ending on the Trading Day immediately preceding the date prior to maturity (on which the "Redemption Date") at a Company provides notice of the redemption. The redemption price (the "Redemption Price") will equal to (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus (ii) accrued and unpaid interest to to, but not including, the redemption date; provided, however, that if the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment is after a Regular Record Date that is and on or prior to the Redemption corresponding Interest Payment Date) plus (iii) a Make-Whole Premium, if any. In no event the interest will be paid on the Redemption Price of the Senior Debt Securities be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest redemption date to the applicable Redemption Holder on the Regular Record Date. The Make-Whole Premium Holder will have a right to exchange the Notes called for redemption. The exchange rate for the Notes so surrendered for exchange may be increased by a number of Additional Shares pursuant to Section 11.03 of the Indenture. Notice of redemption will be calculated mailed by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment first-class mail (postage prepaid) at least 45 business 30 days prior but not more than 60 days before the redemption date to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution each Holder of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as the Trustee shall deem fair and appropriateat his, her or its registered address. The Trustee Notes may select for redemption Senior Debt Securities and portions of Senior Debt Securities be redeemed in amounts of part but only in whole multiples of $1,000. If money in immediately available funds sufficient to pay the redemption price of and accrued and unpaid interest on all Notes (or portions thereof) to be redeemed on the redemption date is deposited with the Paying Agent on or before 10:00 a.m., New York City time, on the redemption date and certain other conditions are satisfied, on and after such date interest ceases to accrue on such Notes (or such portions thereof) called for redemption.

Optional Redemption. The 2008 Notes and the 2028 Debentures may will be redeemed redeemable in whole at any time or in part from time to time, at the option of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a redemption price (the "“Redemption Price"”) equal to the greater of: (i) one hundred percent (100% %) of the outstanding principal amount of the applicable series of Senior Debt Securities, plus Debentures being redeemed or (ii) the Canada Yield Price calculated in respect of the Debentures being redeemed; plus, in either case, accrued and unpaid interest to the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date principal amount being redeemed to receive but excluding the redemption date. Notwithstanding the foregoing, installments of interest on Debentures that are due and payable on an Interest Payment Date that is Dates falling on or prior to a redemption date will be payable on the Redemption Interest Payment Date to the Holders as of the close of business on the relevant Record Date) plus (iii) a Make-Whole Premium. Notice of any redemption will be mailed by first class mail, if anypostage prepaid, at least 30 days but no more than 60 days before the redemption date to each Holder of the Debentures to be redeemed. In no event will Unless the Company defaults in payment of the Redemption Price of and accrued and unpaid interest, on and after the Senior Debt Securities be less than 100% of redemption date, interest will cease to accrue on the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, Debentures or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")portions thereof called for redemption. If less fewer than all of the Senior Debt Securities of a series Debenture are to be redeemed, the Trustee will select shall select, not more than 60 days prior to the Senior Debt Securities redemption date, the particular Debentures or portions thereof for redemption from the Debentures not previously called. The Debentures to be so redeemed shall be selected by the Trustee on a pro rata basis to the nearest multiple of $1,000 in accordance with the principal amount of the Debentures registered in the name of each Holder, or in such method other manner as the Trustee shall deem fair deems equitable. For this purpose, subject to the prior approval of the Company and appropriate. The the Guarantor, the Trustee may select make, and from time to time vary, regulations with respect to the manner in which such Debentures may be drawn for redemption Senior Debt Securities and portions regulations so made shall be valid and binding upon all Holders of Senior Debt Securities in amounts of whole multiples of $1,000such Debentures.

Optional Redemption. The 2008 Notes and the 2028 Debentures may be redeemed at any time at Company will have the option of redeeming any outstanding principal of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice Note ("Optional Redemption") by paying to the Holders thereof, on any date prior to maturity (Purchaser a sum of money as follows: from the "Redemption Date") at a price (Closing Date through 30 days after the "Redemption Price") equal to (i) 100Closing Date - 102% from 31 days through 60 days after the Closing Date - 104% from 61 days through 90 days after the Closing Date - 106% from 91 days through 120 days after the Closing Date -108% after 120 days following the Closing Date -110% of the principal amount of the applicable series Note together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Purchaser arising under this Agreement, Note or any other document delivered herewith ("Redemption Amount") outstanding on the day notice of Senior Debt Securities, plus redemption (ii"Notice of Redemption) accrued is delivered to a Purchaser ("Redemption Date"). A Notice of Redemption may not be given in connection with any portion of Note for which a Notice of Conversion has been given by the Purchaser at any time before receipt of a Notice of Redemption or given pursuant to the following sentence. The Purchaser may elect within five (5) business days after receipt of a Notice of Redemption to give the Company Notice of Conversion in connection with some or all of the Note principal and interest which was the subject of the Notice of Redemption. A Notice of Redemption must be accompanied by a certificate signed by the chief executive officer or chief financial officer of the Company stating that the Company has on deposit and segregated ready funds equal to the Redemption Amount. The Redemption Amount must be paid in good funds to the Purchaser no later than the seventh (7th) business day after the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest "Optional Redemption Payment Date that is on or prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any"). In no the event will the Redemption Price of the Senior Debt Securities be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to pay the Redemption Amount by the Optional Redemption Payment Date, then the Redemption Notice will be null and void. A Notice of Redemption may be given by the Company, provided (i) no Event of Default as described in the Note shall have occurred or be continuing; and (ii) the Note Shares issuable upon conversion of the full outstanding Note principal are included for unrestricted resale in a registration statement effective as of the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.

Optional Redemption. The 2008 Notes While this Bond accrues interest at a Daily Rate or a Weekly Rate, this Bond is subject to optional redemption on any date, and the 2028 Debentures may be redeemed while this Bond accrues interest at a Flexible Rate, this Bond is subject to optional redemption on any time Interest Payment Date, in each case, at the option a redemption price equal to 100% of the Companyprincipal amount hereof, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice plus accrued interest to the Holders thereof, redemption date. Interest due on any redemption date prior to maturity (which is also an Interest Payment Date shall be paid in accordance with the "Redemption Date") procedures set forth in the Indenture for payment of interest. [For Subseries 1998A-1 and Subseries 1998A-2] While this Bond accrues interest at a Term Rate for an initial Term Rate Period of ten (10) years, this Bond is subject to optional redemption on the last day of each Term Rate Period at a redemption price (the "Redemption Price") equal to (i) 100% of the principal amount of the applicable series of Senior Debt Securitiesthis Bond, plus (ii) together with accrued interest to the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) plus (iii) a Make-Whole Premiuminterest, if any, to the redemption date. In no event will [For Subseries 1998A-3 and Subseries 1998A-4 Bonds] While this Bond accrues interest at a Term Rate, this Bond is subject to optional redemption at a redemption price equal to 100% of the principal amount thereof, plus accrued interest hereon to the redemption date and plus premium, in whole or in part, on any date on and after July 1, 2008, as follows: Redemption Period Redemption Price ----------------- ---------------- July 1, 2008 through June 30, 2009 101.0% July 1, 2009 through June 30, 2010 100.5 July 1, 2010 and thereafter 100.0 MANDATORY REDEMPTION [Delete if no Letter of Credit effective] This Bond is subject to mandatory redemption prior to maturity upon the Senior Debt Securities be less than occurrence of a Mandatory Redemption Event at a redemption price equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectivelythis Bond, plus accrued interest to the applicable Redemption Dateredemption date. The Make-Whole Premium will be calculated by an independent investment banking institution manner of national standing appointed by redeeming Bonds is described in detail in the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000Indenture.

Optional Redemption. The 2008 Notes and the 2028 Debentures Issuer may be redeemed at any time at the its option of the Companyredeem this Note, in whole or in part, at any time or from time to time in part, upon not less than 30 and not more than 60 days' notice to the Holders thereoftime, on any date prior to maturity (the "Redemption Date") Stated Maturity, upon notice as set forth in Section 4.2 of the Supplemental Indenture, at a price (the "Redemption Price") Price equal to the greater of (i1) 100% of the principal amount of the applicable series Notes to be redeemed or (2) the sum of Senior Debt Securitiesthe present values of the Remaining Scheduled Payments (as defined in the Supplemental Indenture) of the Notes being redeemed discounted, on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months), using a discount rate equal to the sum of the Treasury Rate (as defined in the Supplemental Indenture) plus 50 basis points, plus in each case accrued and unpaid interest thereon, if any (ii) accrued interest to including Additional Interest, if any), to, but not including, the Redemption Date (subject to as defined in the right of Holders of record of such Senior Debt Securities on Supplemental Indenture); provided that if the relevant record date to receive interest due on an Interest Payment Redemption Date that is on or after [•] (three months prior to the Redemption Date) plus (iii) a Make-Whole PremiumStated Maturity of the Notes), if any. In no event will the Redemption Price of the Senior Debt Securities for such Notes will be less than equal to 100% of the aggregate principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, plus accrued and unpaid interest to thereon, if any (including Additional Interest, if any), to, but not including, the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to On and after the Redemption Date, interest (including Additional Interest, if applicable) shall cease to accrue on Notes or if portions of Notes called for redemption, unless the institution so appointed is unwilling or unable to make such calculation, such calculation Issuer defaults in the payment of the Redemption Price. Notice of redemption will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed given by the Trustee (Issuer to the Holders as provided in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000Supplemental Indenture.

Optional Redemption. The 2008 Notes and the 2028 Debentures may will be redeemed at any time redeemable at the option of the ------------------- Company, in whole at any time or in part from time to time in parttime, upon not less than 30 and on at least 15 days but not more than 60 days' days prior written notice mailed to the Holders thereofeach Holder of Notes to be redeemed, on any date prior to maturity (the "Redemption Date") at a redemption price (the "Redemption Price") equal to the greater of (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) accrued interest to the Redemption Date (subject to sum, as determined by the right of Holders of record of such Senior Debt Securities on Quotation Agent, as defined in the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) plus (iii) a Make-Whole PremiumIndenture, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% present values of the principal amount of the applicable series Notes to be redeemed and the remaining scheduled payments of Senior Debt Securities being interest thereon from the redemption date to the maturity date of the Notes to be redeemed, respectivelyexclusive of interest accrued to the redemption date, discounted from their respective scheduled payment dates to the redemption date on a semiannual basis (assuming a 360-day year consisting of 30-day months) at the Treasury Rate, as defined in the Indenture, plus 50 basis points, plus, in either case, accrued and unpaid interest on the principal amount being redeemed to the date of redemption. If money sufficient to pay the redemption price of and accrued interest on all of the Notes (or portions thereof) to be redeemed on the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed redemption date is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by deposited with the Trustee or paying agent on or before 11:00 a.m. (in any New York City time) on the redemption date and certain other conditions are satisfied, then on and after such caseredemption date, an "Independent Investment Banker")interest will cease to accrue on such notes (or such portion thereof) called for redemption. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed on a pro rata basis, by lot or by such other method as the Trustee in its sole discretion shall deem to be fair and appropriate. The Trustee Notes in denominations larger than $1,000 may select for be redeemed in part. On and after the redemption Senior Debt Securities and date interest ceases to accrue on Notes or portions of Senior Debt Securities them called for redemption, provided that if the Company shall default in amounts the payment of whole multiples of $1,000such Note at the redemption price together with accrued interest, interest shall continue to accrue at the rate borne by the Notes.

Optional Redemption. The 2008 Notes and the 2028 Debentures may be redeemed at any time at the option of the Company, in whole or in part, at any time and from time to time, on or after [ ], at the following Redemption Prices (expressed in percentages of principal amount on the relevant Redemption Date), plus accrued and unpaid interest to the Redemption Date, if redeemed during the 12-month period commencing of each of the years set forth below: Year Redemption Price 2012 [ ] % 2013 [ ] % 2014 [ ] % 2015 and thereafter 100.000 % Prior to [ ], the Company may, at its option, on any one or more occasions, redeem up to 35% of the aggregate principal amount of the Notes (including any Additional Notes issued after the Issue Date) at a Redemption Price equal to [ ]% of the principal amount thereof, plus accrued and unpaid interest thereon to, but not including, the Redemption Date, with all or a portion of the net proceeds of one or more sales (other than to a Subsidiary or Joint Venture of the Company) of Qualified Equity Interests of the Company; provided that at least 65% of the aggregate principal amount of the Notes issued under the Indenture remains outstanding immediately after the occurrence of such redemption; and provided, further, that such redemption shall occur within 90 days of the date of the closing of any such sale of Qualified Equity Interests of the Company. At any time prior to [ ], the Company may also redeem, in whole or in part, upon not less than 30 and not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "Redemption Date") Notes at a price (the "Redemption Price") Price equal to (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus the Applicable Premium (iias defined below) as of, and accrued and unpaid interest to thereon to, but not including, the Redemption Date (Date, subject to the right rights of the Holders of record of such Senior Debt Securities on the relevant record date to receive interest due on an the relevant Interest Payment Date that is on or prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.

Optional Redemption. The 2008 Beginning on or after September 18, 2021, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 10 days, upon not less than 30 and but not more than 60 days' , prior notice electronically delivered or mailed to each registered Holder of the Notes (the “Redemption Date”). If any or all of the Notes are redeemed on or after September 18, 2021 and before January 20, 2028, the Redemption Price will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date) discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 12.5 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium. If any or all of the Notes are redeemed on or after January 20, if any. In no event will 2028, the Redemption Price of (calculated by the Senior Debt Securities Company) will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be electronically delivered or mailed at least 10 days but not more than 60 days before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 5 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions of Senior Debt Securities in amounts of whole multiples of $1,000payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date.

Optional Redemption. The 2008 Notes On or before December 15, 2018, this Note will not be redeemable at the Company’s option. Subject to, and except as provided in, Article III of the 2028 Debentures may be redeemed Seventh Supplemental Indenture and Article 3 of the Base Indenture, the Company shall have the right, at the Company’s option, at any time at the option of the Companytime, in whole or on a Redemption Date after December 15, 2018, to redeem (a “Redemption”) all or, from time to time in parttime, upon not less than 30 and not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "Redemption Date") part of this Note at a price (the "Redemption Price") Price payable in cash equal to (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNote to be redeemed, plus (ii) accrued interest to the and unpaid interest, if any, to, but excluding, such Redemption Date if the Closing Sale Price per share of Common Stock is more than one hundred and twenty percent (subject to 120%) of the right then current Conversion Price for each of Holders of record of such Senior Debt Securities on at least twenty (20) Trading Days in the relevant record date to receive interest due on an Interest Payment Date that is on or thirty (30) consecutive Trading Days ending on, and including, the Trading Day prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price mailing of the Senior Debt Securities be less than 100% notice of Redemption pursuant to Section 3.03 of the principal amount Base Indenture and Section 3.02 of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the CompanySeventh Supplemental Indenture; provided, however, that if the Company fails Redemption Date with respect to make this Note is after a Regular Record Date for the payment of an installment of interest and on or before the related Interest Payment Date, then accrued and unpaid interest on this Note to, but excluding, such appointment at least 45 business days prior to the Redemption Date shall be paid, on such Redemption Date, or if to the institution so appointed is unwilling or unable Holder of this Note at the close of business on such Regular Record Date, and the Holder surrendering this Note for Redemption shall not be entitled to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such caseinterest unless such Holder was also the Holder of record of this Note at the close of business on such Regular Record Date; provided, an "Independent Investment Banker"). If less than all of further, that in no event shall the Senior Debt Securities of Company redeem any Notes at a series are time when the Company has failed to be redeemed, pay interest on the Trustee will select the Senior Debt Securities Notes and such failure to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000pay is continuing.

Optional Redemption. The 2008 Beginning on or after March 24, 2022, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 10 days, upon not less than 30 and but not more than 60 days' , prior notice electronically delivered or mailed to each registered Holder of the Notes (the “Redemption Date”). If any or all of the Notes are redeemed on or after March 24, 2022 and before July 1, 2029, the Redemption Price will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date), assuming that such Notes matured on July 1, 2029, discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 20 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium. If any or all of the Notes are redeemed on or after July 1, if any. In no event will 2029, the Redemption Price of (calculated by the Senior Debt Securities Company) will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be electronically delivered or mailed at least 10 days but not more than 60 days before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 5 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions of Senior Debt Securities in amounts of whole multiples of $1,000payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date.

Optional Redemption. The 2008 Notes and Prior to September 1, 2022, the 2028 Debentures Company, at its option, may be redeemed at any time at the option redeem all or any portion of the Company, in whole or from time to time in part, Notes upon not less than 30 and not nor more than 60 days' notice ’ notice, at a redemption price, plus accrued and unpaid interest to (but not including) the redemption date, equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of (i) 100% of the principal amount of the applicable series of Senior Debt Securities, plus Notes being redeemed or (ii) the sum of the present values of the remaining scheduled payments of principal of and interest on the Notes to be redeemed (exclusive of interest accrued interest to the Redemption Date (subject redemption date) discounted to such redemption date on a semi-annual basis, assuming a 360-day year consisting of twelve 30-day months, at the right of Holders of record of such Senior Debt Securities then-current Treasury Rate plus 50 basis points; provided, however, that if the redemption date falls on or after the relevant interest record date to receive interest due on an Interest Payment Date that is and on or prior to the Redemption Date) plus (iii) a Make-Whole Premiumrelated interest payment date, the Company will pay the full amount of accrued and unpaid interest, if any. In no event will , on such redemption date to the Redemption Price person in whose name the note is registered at the close of business on the corresponding record date (instead of the Senior Debt Securities be holder surrendering its Notes for redemption). On or after September 1, 2022, the Company, at its option, may redeem all or any portion of the Notes upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the applicable series of Senior Debt Securities Notes being redeemed, respectively, redeemed plus accrued and unpaid interest on such Notes to (but not including) the applicable Redemption Dateredemption date. The Make-Whole Premium will be calculated by an independent investment banking institution If any redemption date is not a Business Day, then payment of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation redemption price and accrued and unpaid interest will be made by Merrxxx Xxxchon the next succeeding Business Day, Pierce, Fennxx & Xmitx Xxxorporated or, if and no interest will accrue on the amounts so payable for the period from such firm redemption date to the date payment is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000made.

Optional Redemption. The 2008 Notes and the 2028 Debentures Authority Bonds maturing on or after September 2, , may be redeemed at any time at the option of the CompanyAuthority, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice to the Holders thereofany source of available funds, on any date prior Interest Payment Date on or after September 2, , as a whole, or in part such that the principal and interest on the Authority Bonds to maturity remain Outstanding due on any Interest Payment Date following such redemption are not in excess of the remaining principal and interest payable on or before such Interest Payment Date on the Reassessment Bonds to remain outstanding following the payment of any Reassessment Bonds being redeemed, if any redemption of Reassessment Bonds is being accomplished in conjunction with such optional redemption, and otherwise from such maturities as are selected by the Authority, and by lot within a maturity, at the following redemption prices (the "Redemption Date") at expressed as a price (the "Redemption Price") equal to (i) 100% percentage of the principal amount of the applicable series of Senior Debt SecuritiesAuthority Bonds to be redeemed), plus (ii) together with accrued interest thereon to the date of redemption: Redemption Date (subject Redemption Price __________, ______ and _________, _______ % __________, ______ and _________, _______ __________, and thereafter Prior to consenting to any refunding of the Reassessment Bonds, the Authority shall deliver to the right Trustee a certificate of Holders an Independent Financial Consultant verifying that, following such refunding of record the Reassessment Bonds and redemption of such Senior Debt Securities on Authority Bonds, the relevant record date principal and interest generated from the remaining Reassessment Bonds is adequate to receive make the timely payment of principal and interest due on an Interest Payment Date the Authority Bonds that is on or prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make remain Outstanding hereunder following such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000optional redemption.

Optional Redemption. The 2008 Notes and the 2028 Debentures may be redeemed at any time at Company will have the option of redeeming the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice Note ("Optional Redemption") by paying to the Holders thereof, on any Purchaser a sum of money as follows: from the Closing Date through 30 days after the Closing Date - 102% from 31 days through 60 days after the Closing Date - 104% from 61 days through 90 days after the Closing Date - 106% from 91 days through 120 days after the Closing date prior to maturity (-108% from 121 days through 150 days after the "Redemption Date") at a price (Closing date -110% from 151 days through 180 days after the "Redemption Price") equal to (i) 100Closing date -112% after 180 days following the Closing Date - 125% of the principal amount of the applicable series Note together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Purchaser arising under this Agreement, Note or any other document delivered herewith ("Redemption Amount") outstanding on the day notice of Senior Debt Securitiesredemption ("Notice of Redemption) is given to a Purchaser ("Redemption Date"). Notwithstanding the foregoing, plus (ii) accrued interest if the implied return to the Purchaser based on the market price of the Common Stock on any of the three days preceding the Redemption Date (subject is greater than the percentages set forth above, then the Redemption Amount shall be increased to equal the implied return to the right of Holders of record of such Senior Debt Securities on Purchaser had the relevant record date Purchaser been permitted to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of convert the principal amount of the applicable series Note into shares of Senior Debt Securities being redeemed, respectively, plus accrued interest to Common Stock at the applicable relevant Conversion Price on the Redemption Date. The Make-Whole Premium will A Notice of Redemption may not be calculated by an independent investment banking institution given in connection with any portion of national standing appointed Note for which notice of conversion has been given by the Company; provided, that if Purchaser at any time before receipt of a Notice of Redemption. The Redemption Amount must be paid in good funds to the Purchaser no later than the seventh (7th) business day after the Redemption Date ("Optional Redemption Payment Date"). In the event the Company fails to make such appointment at least 45 business days prior to pay the Redemption Amount by the Optional Redemption Payment Date, or if then the institution so appointed is unwilling or unable to make such calculation, such calculation Redemption Notice will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable null and void and the Company will thereafter have no further right to make such calculation, by effect an independent investment banking institution Optional Redemption. A Notice of national standing appointed Redemption may be given by the Trustee (Company, provided no Event of Default, as described in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to Note shall have occurred or be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000continuing.

Optional Redemption. The 2008 Notes and the 2028 Debentures may not be redeemed at by the Company prior to May 1, 2018. At any time at and from time to time, on or after May 1, 2018, and prior to October 1, 2022 (one month prior to the maturity date of the Notes), the Company will have the option of to redeem the Company, Notes in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice at a redemption price equal to the Holders thereof, on any date prior to maturity greater of (the "Redemption Date") at a price (the "Redemption Price") equal to (iA) 100% of the principal amount of the applicable series Notes to be redeemed or (B) as determined by the Quotation Agent, the sum of Senior Debt Securities, plus (ii) accrued the present values of the remaining scheduled payments of principal and interest to the Redemption Date (subject to the right of Holders of record of such Senior Debt Securities on the relevant record date Notes to receive interest due be redeemed (assuming that the Notes mature on an Interest Payment Date that is on or October 1, 2022 (one month prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price maturity date of the Senior Debt Securities Notes)), not including any portion of such payments of interest accrued as of the date on which the Notes are to be less than redeemed, discounted to the date on which the Notes are to be redeemed on a semiannual basis assuming a 360-day year consisting of twelve 30-day months, at the Adjusted Treasury Rate plus a Redemption Premium equal to twenty (20) basis points, in each case plus accrued interest on the Notes to be redeemed to but excluding the date on which the Notes are to be redeemed. At any time and from time to time on or after October 1, 2022 (one month prior to the maturity date of the Notes), the Notes may be redeemed by the Company, in whole or in part, at the Company’s option, at a redemption price equal to 100% of the principal amount of the applicable series of Senior Debt Securities being Notes to be redeemed, respectively, plus accrued and unpaid interest on the Notes to be redeemed to but excluding the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by date on which the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series Notes are to be redeemed. For any redemption by the Company on or after May 1, 2018, the Trustee will select Company must give the Senior Debt Securities holders of such Notes notice of the redemption not less than 30 days or more than 60 days before the redemption date. Any such notice of redemption may, at the Company’s discretion, be subject to one or more conditions precedent that must be redeemed by satisfied prior to the Company’s obligation to redeem the Notes subject to such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions notice of Senior Debt Securities in amounts redemption, including, but not limited to, completion of whole multiples of $1,000an equity offering, refinancing or other corporate transaction.

Optional Redemption. The 2008 Notes and the 2028 Debentures may be redeemed at any time in whole or in part at the option of the CompanyIssuer on or after January 19, in whole or from time to time in part2017 (such redemption, upon not less than 30 and not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "Redemption Date"an “Optional Redemption”) at a price (the "“Optional Redemption Price"”) payable in cash and equal to (i) 100% of the principal amount of the applicable series Notes plus accrued and unpaid interest, including Additional Interest, if any, to, but excluding the Optional Redemption Date, or, in the case of Senior Debt Securitiesa Default by the Issuer in the payment of the Optional Redemption Price, plus (ii) the day on which such Default is no longer continuing; provided, however, that if the Notes are redeemed on a date that is after a Regular Record Date and prior to the corresponding Interest Payment Date, the accrued interest payable in respect of such Interest Payment Date shall not be payable to Holders of the Notes to whom the principal amount of the Notes being redeemed pursuant to the Optional Redemption is paid, and shall instead pay the full amount of the relevant interest payment on such Interest Payment Date (subject to the right of Holders Holder of record of such Senior Debt Securities on the relevant record date to receive Regular Record Date for the corresponding Interest Payment Date. For the avoidance of doubt, the Issuer may not redeem any Notes in an Optional Redemption unless all accrued and unpaid interest due on an thereon has been or is simultaneously paid (or will be paid at the next Interest Payment Date that is on in accordance with the immediately preceding sentence) for all semi-annual interest periods or portions thereof terminating prior to the Redemption Date) plus (iii) a Make-Whole Premium, if any. In no event will the Redemption Price of the Senior Debt Securities be less than 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.

Optional Redemption. The 2008 Notes and On or after the 2028 Debentures may be redeemed at any time at the option one year anniversary of the CompanyIssue Date, in whole the Company may, at its option, redeem all or from time to time in part, a part of the New Second Lien Convertible Notes upon not less than 30 and not forty-five (45) nor more than 60 sixty-five (65) days' ’ notice, if the Last Reported Sale Price of the Common Stock has been at least 130% of the Conversion Price then in effect for at least twenty (20) Trading Days (whether or not consecutive) during any thirty (30) consecutive Trading Day period (including the last Trading Day of such period) ending on, and including the Trading Day immediately preceding the date on which the Company provides notice to of redemption, at the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") Price equal to (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNew Second Lien Convertible Notes to be redeemed, plus (ii) accrued interest to and unpaid interest, if any, on the Redemption Date New Second Lien Convertible Notes redeemed, to, but not including, the applicable redemption date (subject to the right rights of Holders of record of such Senior Debt Securities the New Second Lien Convertible Notes on the relevant record date to receive interest due on an the relevant Interest Payment Date that is if the New Second Lien Convertible Notes have not been redeemed prior to such date), unless the redemption date falls after a regular record date but on or prior to the Redemption immediately succeeding Interest Payment Date) plus (iii) a Make-Whole Premium, if any. In no event in which case we will pay the full amount of accrued and unpaid interest to the Holder of record as of the Close of Business on such regular record date, and the Redemption Price of the Senior Debt Securities will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued interest to the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are New Second Lien Convertible Notes to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.

Optional Redemption. The 2008 Notes and [Insert the 2028 Debentures may be redeemed at following two paragraphs solely for the 2031 Bonds: At any time before September 15, 2031 (the “Par Call Date”), the Bonds of this Series shall be redeemable, in whole or in part and from time to time, at the option of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice to the Holders thereof, on any date prior to maturity (the "a “Redemption Date") ”), at a redemption price (the "“Make-Whole Redemption Price"”) equal to the greater of (i) 100% of the principal amount of the applicable series Bonds of Senior Debt Securities, plus this Series being redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Bonds of this series being redeemed that would be due if the Bonds of this series matured on the Par Call Date (exclusive of interest accrued interest to the such Redemption Date), discounted to such Redemption Date on a semi-annual basis (subject to assuming a 360-day year consisting of twelve 30-day months) at the right of Holders of record of such Senior Debt Securities Treasury Rate plus 15 basis points, plus, in either case, accrued and unpaid interest on the relevant record date to receive interest due on an Interest Payment Date that is principal amount being redeemed to, but excluding, such Redemption Date. At any time on or prior after the Par Call Date, the Bonds of this Series shall be redeemable, in whole or in part and from time to time, at the Redemption Date) plus option of the Company, at a redemption price (iii) a together with any Make-Whole PremiumRedemption Price, if any. In no event will the each a “Redemption Price of the Senior Debt Securities be less than Price”) equal to 100% of the principal amount of the applicable series Bonds of Senior Debt Securities this Series being redeemed, respectively, redeemed plus accrued and unpaid interest on the principal amount being redeemed to, but excluding, such Redemption Date.] [Insert the following two paragraphs solely for the 2051 Bonds: At any time before June 15, 2051 (the “Par Call Date”), the Bonds of this Series shall be redeemable, in whole or in part and from time to time, at the option of the Company, on any date (a “Redemption Date”), at a redemption price (the “Make-Whole Redemption Price”) equal to the applicable greater of (i) 100% of the principal amount of the Bonds of this Series being redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Bonds of this series being redeemed that would be due if the Bonds of this series matured on the Par Call Date (exclusive of interest accrued to such Redemption Date), discounted to such Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 20 basis points, plus, in either case, accrued and unpaid interest on the principal amount being redeemed to, but excluding, such Redemption Date. The At any time on or after the Par Call Date, the Bonds of this Series shall be redeemable, in whole or in part and from time to time, at the option of the Company, at a redemption price (together with any Make-Whole Premium will be calculated by an independent investment banking institution Redemption Price, each a “Redemption Price”) equal to 100% of national standing appointed by the Company; providedprincipal amount of the Bonds of this Series being redeemed plus accrued and unpaid interest on the principal amount being redeemed to, that if the Company fails to make but excluding, such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all .] For purposes of the Senior Debt Securities of a series are to be redeemedsecond immediately preceding paragraph, the Trustee will select following terms have the Senior Debt Securities to be redeemed by such method as the Trustee shall deem fair and appropriate. The Trustee may select for redemption Senior Debt Securities and portions of Senior Debt Securities in amounts of whole multiples of $1,000.following meanings:

Optional Redemption. The 2008 Beginning on or after September 3, 2022, the Issuer may redeem the Notes and the 2028 Debentures may be redeemed in whole or in part, at its option, at any time at the option of the Company, in whole or from time to time in partprior to maturity on at least 10 days, upon not less than 30 and but not more than 60 days' , prior notice electronically delivered or mailed to each registered Holder of the Notes (the “Redemption Date”). If any or all of the Notes are redeemed on or after September 3, 2022 and before February 3, 2027, the Redemption Price will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of: (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesNotes to be redeemed, plus or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of interest and principal thereon (exclusive of interest accrued interest and unpaid to, but not including, the Redemption Date), assuming that for this purpose that the Notes would mature on February 3, 2027, discounted to the Redemption Date Date, on a semi-annual basis (subject assuming a 360-day year consisting of twelve 30-day months), at a rate equal to the right sum of Holders of record of such Senior Debt Securities on the relevant record date to receive Treasury Rate plus 15 basis points, plus, in either case, accrued interest due on an Interest Payment thereon to, but not including, the Redemption Date; provided, however, if the Redemption Date that is after a Regular Record Date and on or prior to a corresponding Interest Payment Date, such accrued and unpaid interest will be paid on the Redemption Date to the holder of record on the Regular Record Date) plus (iii) a Make-Whole Premium. If any or all of the Notes are redeemed on or after February 3, if any. In no event will 2027, the Redemption Price of (calculated by the Senior Debt Securities Company) will be less than equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, Notes to be redeemed plus accrued and unpaid interest to, but not including, the Redemption Date for such Notes. On and after the Redemption Date for the Notes, interest will cease to accrue on the applicable Notes or any portion thereof called for redemption, unless the Issuer defaults in the payment of the Redemption DatePrice and accrued interest, if any. The Make-Whole Premium will On or before the Redemption Date for the Notes, the Issuer shall deposit with the Trustee or a Paying Agent, funds sufficient to pay the Redemption Price of the Notes to be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to redeemed on the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated orand accrued and unpaid interest, if any, on such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker")Notes. If less than all of the Senior Debt Securities of a series Notes are to be redeemed, the Trustee will select the Senior Debt Securities Notes to be redeemed by such method as shall be selected in accordance with the procedures of the Depositary; provided, however, that in no event, shall Notes of a principal amount of $2,000 or less be redeemed in part. Notice of any redemption shall be electronically delivered or mailed at least 10 days but not more than 60 days before the Redemption Date to each Holder of the Notes to be redeemed; provided, however, that if the Trustee is asked to give such notice it shall deem fair and appropriatebe notified in writing of such request at least 5 days prior to the date of the giving of such notice (unless a shorter notice shall be satisfactory to the Trustee). The Such notice shall state the Redemption Price (if known) or the formula pursuant to which the Redemption Price is to be determined if the Redemption Price cannot be determined at the time the notice is given. If the Redemption Price cannot be determined at the time such notice is to be given, the actual Redemption Price, calculated as described above, shall be set forth in an Officer’s Certificate of the Issuer delivered to the Trustee may select no later than two Business Days prior to the Redemption Date. Notice of redemption having been given as provided in the Indenture, the Notes called for redemption Senior Debt Securities shall become due and portions of Senior Debt Securities in amounts of whole multiples of $1,000payable on the Redemption Date and at the applicable Redemption Price, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date.

Optional Redemption. The 2008 Notes and Company may redeem the 2028 Debentures may be redeemed at any time at the option of the CompanySecurities, in whole or in part (equal to an integral multiple of $1,000; provided that these Securities shall not be in denominations of less than $2,000), at its option at any time and from time to time in part, upon not less than 30 and not more than 60 days' notice time. The Redemption Price for the Securities to be redeemed will be equal to the Holders thereof, on any date prior to maturity (the "Redemption Date") at a price (the "Redemption Price") equal to greater of (i) 100% of the principal amount of the applicable series of Senior Debt SecuritiesSecurities to be redeemed, plus and (ii) accrued the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the Redemption Date (subject assuming the notes matured on the 2028 Par Call Date) on a semi-annual basis, assuming a 360-day year consisting of twelve 30-day months, at the Treasury Rate plus 30 basis points, less interest accrued to the right Redemption Date. The principal amount of Holders a Security remaining outstanding after a redemption in part shall be $2,000 or an integral multiple of record $1,000 in excess thereof. Notice of such Senior Debt redemption shall be mailed (or otherwise transmitted in accordance with the procedures of The Depository Trust Company (“DTC”)) to each registered Holder of the Securities on to be redeemed at least 10 days, and not more than 60 days (except that notices of redemption may be mailed (or otherwise transmitted in accordance with DTC procedures) more than 60 days prior to a Redemption Date if issued in connection with a defeasance of the relevant record date to receive interest due on an Interest Payment Date that is on applicable Securities or a satisfaction and discharge of the Indenture), prior to the Redemption Date) plus . Once notice of redemption is mailed (iii) a Make-Whole Premiumor otherwise transmitted in accordance with the procedures of DTC), if any. In no event will the Securities called for redemption shall become due and payable on the Redemption Price Date and at the Redemption Price, plus accrued and unpaid interest to, but excluding, the Redemption Date. Commencing on 2028 Par Call Date, the Securities are redeemable at the option of the Senior Debt Securities be less than Company, at any time in whole or from time to time in part, at a Redemption Price equal to 100% of the principal amount of the applicable series of Senior Debt Securities being redeemed, respectively, plus accrued and unpaid interest to on the applicable Redemption Date. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided, that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Merrxxx Xxxch, Pierce, Fennxx & Xmitx Xxxorporated or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of national standing appointed by the Trustee (in any such case, an "Independent Investment Banker"). If less than all of the Senior Debt Securities of a series are to be redeemed, the Trustee will select the Senior Debt Securities to be redeemed by such method as to, but excluding, the Trustee shall deem fair and appropriateRedemption Date. The Trustee may select for redemption Senior Debt Securities and portions For purposes of Senior Debt Securities in amounts of whole multiples of $1,000.this paragraph, the following definitions are applicable: