Common use of Payments and Paying Agents Clause in Contracts

Payments and Paying Agents. (a) The Issuer will, at least one Business Day prior to each due date of the principal of or interest on the Notes or other amounts (including Additional Amounts), deposit with the Trustee a sum sufficient to pay such principal, interest or other amounts (including Additional Amounts) so becoming due. (b) Whenever the Issuer shall appoint a Paying Agent other than the Trustee with respect to the Notes, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the Trustee, subject to the provisions of this Section: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest on any Notes (whether such sums have been paid to it by or on behalf of the Issuer or by any other obligor on the Notes) in trust for the benefit of the Noteholders or of the Trustee. (ii) that it will give the Trustee notice of any failure by the Issuer (or by any other obligor on the Notes) to make any payment of the principal of or interest on any Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes when the same shall be due and payable; and (iii) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above. (c) The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) If the Issuer shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any Notes, it will, on or before each due date of the principal of or interest on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer will promptly notify the Trustee of any failure to take action. (e) Anything in this Section 6.13 to the contrary notwithstanding, the Issuer may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes by the Issuer or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. (f) Anything in this Section 6.13, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3.

Payments and Paying Agents. (a) The Issuer Company will, at least one prior to 10:00 a.m., New York City time, on the Business Day prior to each due preceding any date of payment of the principal of (or premium, if any) or interest on the Notes or other amounts (including Additional Amounts)Securities of any series, deposit with the Trustee a sum sufficient to pay such principalprincipal (or premium, if any) or interest or other amounts (including Additional Amounts) so becoming due. (b) due on that date of payment. Whenever the Issuer Company shall appoint a Paying Agent other than the Trustee with respect to the NotesSecurities of any series, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent Paying Agent shall agree with the Trustee, subject to the provisions of this SectionSection 10.06: (ia) that it will hold all sums received by it as such agent for the payment of the principal of (or premium, if any) or interest on any Notes Securities (whether such sums have been paid to it by or on behalf of the Issuer Company or by any other obligor on the NotesSecurities) in trust for the benefit of the Noteholders Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of the Trustee.as herein; (iib) that it will give the Trustee notice of any failure by the Issuer Company (or by any other obligor on the NotesSecurities) to make any payment of the principal of (or premium, if any) or interest on on, Securities of any Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes series when the same shall be due and payable; and (iiic) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause Clause (iib) above. (c) . The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer Company to the Trustee pursuant to this Indenture, of the principal of (and premium, if any, on) and interest and due on, the Securities. Whenever the Company shall have one or more Paying Agents (other amounts than the Trustee) for the Securities of any series, it shall, on or before each due on the Notes (including Additional Amounts) and date of the compensation principal of (or premium, if any) or interest on, the Securities of that series, deposit with such Paying Agents a sum sufficient to pay such principal (or premium, if any) or interest so becoming due, such sum to be held in trust for their services as such. the benefit of the Persons entitled to such principal (dor premium, if any) or interest, and the Company shall promptly notify the Trustee in writing of such action or any failure so to act. If the Issuer Company shall at any time act as its own Paying Agent (following notice thereof to the Trustee) with respect to Securities of any Notesseries, it will, on or before each due date of the principal of (or premium, if any) or interest on such Noteson, the Securities of that or those series, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes Persons entitled thereto a sum sufficient to pay such principal (or premium, if any) or interest (including Additional Amounts) so becoming duedue until such sums shall be paid to such Persons or otherwise disposed of as herein provided. The Issuer Company will promptly notify the Trustee of any failure so to take action. (e) act. Anything in this Section 6.13 10.06 to the contrary notwithstanding, the Issuer Company may at any time, for the purpose of obtaining a satisfaction and discharge of this Indenture with respect to Securities of any Notes hereunderseries, or for any other reason, pay or cause to be paid to the Trustee by any Paying Agent all sums held in trust for such Notes with respect to Securities of that series by the Issuer Company or any that Paying Agent hereunder, as required by this SectionAgent, such sums to be held by the Trustee upon the same trusts herein contained. (f) as those upon which such sums were held by the Company or that Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such sums. Anything in this Section 6.1310.06, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.34.02. In the event that Braskem becomes obligated to make payments under Article XII, then Braskem shall make such payments in accordance with the foregoing provisions of this Section 10.06 to the fullest extent applicable. Subject to applicable law, any money deposited with the Trustee or any Paying Agent, or then held by the Company, in trust for the payment of the principal of (or premium, if any) or interest on, any Security and remaining unclaimed for two years after such principal (or premium, if any) or interest has become due and payable shall be paid to the Company or Braskem, as the case may be, at the written request of the Company or Braskem and subject to any relevant unclaimed property laws and regulations, or (if then held by the Company) shall be discharged from such trust; and the Holder of such Security shall thereafter, as an unsecured general creditor, look only to the Company or Braskem, as the case may be, for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, shall, upon written request and at the expense of the Company, cause to be published once, in a newspaper published in the English language, customarily published at least five days a week and of general circulation in the Borough of Manhattan in The City of New York, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining shall be repaid to the Company.

Payments and Paying Agents. (a) The Issuer IRSA will, on or before 10:00 AM (New York City time) at least one (1) Business Day prior to each due date of the principal of or premium or interest on the Notes or other amounts any Securities (including Additional Amounts), deposit with the Trustee a sum sufficient to pay such principal, premium or interest or other amounts (including Additional Amounts) so becoming due. IRSA shall request that the bank through which any such payment is to be made agree to supply to the Trustee two (2) Business Days prior to the due date for any such payment an irrevocable confirmation (by tested telex or authenticated SWIFT) of its intention to make such payment. (b) Whenever At least five (5) Business Days prior to the Issuer first Payment Date of interest or principal and, if there has been any change with respect to the matters set forth in the below-mentioned certificate, at least five (5) Business Days prior to each Payment Date of interest or principal thereafter, IRSA shall furnish the Trustee with a certificate signed by any two Authorized Persons instructing the Trustee as to any circumstances in which payments of principal of or interest on any Securities (including Additional Amounts) due on such date shall be subject to deduction or withholding for or on account of any taxes and the rate of any such deduction or withholding. If any such deduction or withholding shall be required and if IRSA therefore becomes liable to pay Additional Amounts pursuant to the terms of such Securities, then at least five (5) Business Days prior to each Payment Date of interest or principal, IRSA will furnish the Trustee with a certificate that specifies the amount required to be withheld on such Payment Date to Holders of such Securities and the Additional Amounts due to Holders of such Securities and that IRSA shall pay in a timely manner such amount to be withheld to the appropriate governmental authority, and IRSA will pay to the Trustee such Additional Amounts as shall be required to be paid to such Holders. IRSA agrees to indemnify the Trustee and each Paying Agent for, and to hold each harmless against, any loss, liability or expense reasonably incurred by them without negligence or willful misconduct on their respective parts, arising out of or in connection with actions taken or omitted by them in reliance on any certificate furnished pursuant to this Section 3.4(b) or the failure to furnish any such certificate. The obligations of IRSA under the preceding sentence shall survive the payment of the Securities, the resignation or removal of the Trustee or any Paying Agent and/or the termination of this Indenture. (c) Each of the Paying Agents hereby agrees (and whenever IRSA shall appoint a Paying Agent other than the Trustee with respect to the NotesSecurities other than those specified in Section 3.2, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent Agent shall agree with the Trusteeagree), subject to the provisions of this Section: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest on any Notes Securities (whether such sums have been paid to it by or on behalf of the Issuer IRSA or by any other obligor on the NotesSecurities) in trust for the benefit of the Noteholders Holders of such Securities or of the Trustee., (ii) (that it will give the Trustee written notice of any failure by the Issuer IRSA (or by any other obligor on the NotesSecurities) to make any payment of the principal of or interest on any Notes Securities (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer IRSA under this Indenture or the Notes such Securities when the same shall be due and payable; , and (iii) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above. . IRSA shall give, at its expense, notice of the appointment of any Paying Agents (cother than those specified in Section 3.2) to the Holders as specified in Section 12.5, and to the CNV if required under Argentine law. The Trustee Trustee, in its capacity as the Principal Paying Agent, shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer IRSA to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes Securities (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) ). If the Issuer IRSA shall act as its own Paying Agent (following notice thereof to the Trustee) paying agent with respect to any NotesSecurities, it will, on or before each due date of the principal of or interest on such NotesSecurities, set aside, segregate and hold in trust for the benefit of the Noteholders Holders of such Notes Securities a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer IRSA will promptly notify the Trustee in writing of any failure to take such action. (e) . Anything in this Section 6.13 to the contrary notwithstanding, the Issuer IRSA may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes Securities hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes Securities by the Issuer IRSA or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. (f) . Anything in this Section 6.13, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3Sections 9.3 and 9.4.

Payments and Paying Agents. (a) The Issuer IRSA PC will, on or before 10:00 AM (New York City time) at least one (1) Business Day prior to each due date of the principal of or interest on the Notes or other amounts (including Additional Amounts), Payment Date deposit with the Trustee a sum sufficient to pay such principal, premium or interest or other amounts (including Additional Amounts) so becoming due. IRSA PC shall request that the bank through which any such payment is to be made agrees to supply to the Trustee two (2) Business Days prior to the due date for any such payment an irrevocable confirmation (by tested telex or authenticated SWIFT) of its intention to make such payment. (a) At least five (5) Business Days prior to the first Payment Date of interest or principal and, if there has been any change with respect to the matters set forth in the below-mentioned Officer’s Certificate, at least five (5) Business Days prior to each Payment Date of interest or principal thereafter, IRSA PC shall furnish the Trustee with an Officer’s Certificate instructing the Trustee as to any circumstances in which payments of principal of or interest on any Securities (including Additional Amounts) due on such Payment Date shall be subject to deduction or withholding for or on account of any taxes and the rate of any such deduction or withholding. If any such deduction or withholding shall be required and if IRSA PC therefore becomes liable to pay Additional Amounts pursuant to the terms of such Securities, then such Officer’s Certificate shall specify the amount required to be withheld on such Payment Date to Holders of such Securities and the Additional Amounts due to Holders of such Securities and that IRSA PC shall pay in a timely manner such amount to be withheld to the appropriate governmental authority, and IRSA PC will pay to the Trustee such Additional Amounts as shall be required to be paid to such Holders. IRSA PC agrees to indemnify the Trustee and each Paying Agent for, and to hold each harmless against, any loss, claim, damage, cost liability or expense reasonably incurred by them without negligence or willful misconduct on their respective parts, arising out of or in connection with actions taken or omitted by them in reliance on any Officer’s Certificate furnished pursuant to this ‎Section 3.4(b) or the failure to furnish any such certificate. The obligations of IRSA PC under the preceding sentence shall survive the payment of the Securities, the resignation or removal of the Trustee or any Paying Agent and/or the termination of this Indenture. (b) Whenever Each of the Issuer Paying Agents hereby agrees (and whenever IRSA PC shall appoint a Paying Agent other than the Trustee with respect to the NotesSecurities other than those specified in ‎Section 3.2, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent Agent shall agree with the Trusteeagree), subject to the provisions of this SectionSection 3.4: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest due on any Notes Securities (whether such sums have been paid to it by or on behalf of the Issuer IRSA PC or by any other obligor on the NotesSecurities) in trust for the benefit of the Noteholders Holders of such Securities or of the Trustee., (ii) that it will give the Trustee written notice of any failure by the Issuer IRSA PC (or by any other obligor on the NotesSecurities) to make any payment of the principal of or interest on any Notes Securities (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer IRSA PC under this Indenture or the Notes such Securities when the same shall be due and payable; and (iii) , and that it will pay transfer any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii‎(ii) above. . IRSA PC shall give, at its expense, notice of the appointment of any Paying Agents (cother than those specified in ‎Section 3.2) to the Holders as specified in ‎Section 12.4, and to the CNV if required under Argentine law. The Trustee Trustee, in its capacity as the Principal Paying Agent, shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer IRSA PC to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes Securities (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) ). If the Issuer IRSA PC shall act as its own Paying Agent (following notice thereof to the Trustee) paying agent with respect to any NotesSecurities, it will, on or before each due date of the principal of or interest Payment Date on such NotesSecurities, set aside, segregate and hold in trust for the benefit of the Noteholders Holders of such Notes Securities a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer IRSA PC will promptly notify the Trustee in writing of any failure to take such action. (e) . Anything in this Section 6.13 3.4 to the contrary notwithstanding, the Issuer IRSA PC may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes Securities hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes Securities by the Issuer IRSA PC or any Paying Agent hereunder, as required by this SectionSection 3.4, such sums to be held by the Trustee upon the trusts herein contained. (f) . Anything in this Section 6.13, 3.4 to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3Sections ‎9.3 and ‎9.4.

Payments and Paying Agents. (a) The Issuer IRSA PC will, on or before 10:00 AM (New York City time) at least one (1) Business Day prior to each due date of the principal of or interest on the Notes or other amounts (including Additional Amounts), Payment Date deposit with the Trustee a sum sufficient to pay such principal, premium or interest or other amounts (including Additional Amounts) so becoming due. IRSA PC shall request that the bank through which any such payment is to be made agrees to supply to the Trustee two (2) Business Days prior to the due date for any such payment an irrevocable confirmation (by tested telex or authenticated SWIFT) of its intention to make such payment. (a) At least five (5) Business Days prior to the first Payment Date of interest or principal and, if there has been any change with respect to the matters set forth in the below-mentioned Officer’s Certificate, at least five (5) Business Days prior to each Payment Date of interest or principal thereafter, IRSA PC shall furnish the Trustee with an Officer’s Certificate instructing the Trustee as to any circumstances in which payments of principal of or interest on any Securities (including Additional Amounts) due on such Payment Date shall be subject to deduction or withholding for or on account of any taxes and the rate of any such deduction or withholding. If any such deduction or withholding shall be required and if IRSA PC therefore becomes liable to pay Additional Amounts pursuant to the terms of such Securities, then such Officer’s Certificate shall specify the amount required to be withheld on such Payment Date to Holders of such Securities and the Additional Amounts due to Holders of such Securities and that IRSA PC shall pay in a timely manner such amount to be withheld to the appropriate governmental authority, and IRSA PC will pay to the Trustee such Additional Amounts as shall be required to be paid to such Holders. IRSA PC agrees to indemnify the Trustee and each Paying Agent for, and to hold each harmless against, any loss, claim, damage, cost liability or expense reasonably incurred by them without negligence or willful misconduct on their respective parts, arising out of or in connection with actions taken or omitted by them in reliance on any Officer’s Certificate furnished pursuant to this Section 3.4(b) or the failure to furnish any such certificate. The obligations of IRSA PC under the preceding sentence shall survive the payment of the Securities, the resignation or removal of the Trustee or any Paying Agent and/or the termination of this Indenture. (b) Whenever Each of the Issuer Paying Agents hereby agrees (and whenever IRSA PC shall appoint a Paying Agent other than the Trustee with respect to the NotesSecurities other than those specified in Section 3.2, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent Agent shall agree with the Trusteeagree), subject to the provisions of this SectionSection 3.4: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest due on any Notes Securities (whether such sums have been paid to it by or on behalf of the Issuer IRSA PC or by any other obligor on the NotesSecurities) in trust for the benefit of the Noteholders Holders of such Securities or of the Trustee., (ii) that it will give the Trustee written notice of any failure by the Issuer IRSA PC (or by any other obligor on the NotesSecurities) to make any payment of the principal of or interest on any Notes Securities (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer IRSA PC under this Indenture or the Notes such Securities when the same shall be due and payable; and (iii) , and that it will pay transfer any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above. . IRSA PC shall give, at its expense, notice of the appointment of any Paying Agents (cother than those specified in Section 3.2) to the Holders as specified in Section 12.4, and to the CNV if required under Argentine law. The Trustee Trustee, in its capacity as the Principal Paying Agent, shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer IRSA PC to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes Securities (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) ). If the Issuer IRSA PC shall act as its own Paying Agent (following notice thereof to the Trustee) paying agent with respect to any NotesSecurities, it will, on or before each due date of the principal of or interest Payment Date on such NotesSecurities, set aside, segregate and hold in trust for the benefit of the Noteholders Holders of such Notes Securities a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer IRSA PC will promptly notify the Trustee in writing of any failure to take such action. (e) . Anything in this Section 6.13 3.4 to the contrary notwithstanding, the Issuer IRSA PC may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes Securities hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes Securities by the Issuer IRSA PC or any Paying Agent hereunder, as required by this SectionSection 3.4, such sums to be held by the Trustee upon the trusts herein contained. (f) . Anything in this Section 6.13, 3.4 to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3Sections 9.3 and 9.4.

Payments and Paying Agents. (a) The Issuer will, at least one Business Day prior to each due date of the principal of or interest on the Notes or other amounts (including Additional Amounts), deposit with the Trustee a sum sufficient to pay such principal, interest or other amounts (including Additional Amounts) so becoming due. (b) Whenever the Issuer shall appoint a Paying Agent other than the Trustee with respect to the Notes, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the Trustee, subject to the provisions of this Section: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest on any Notes (whether such sums have been paid to it by or on behalf of the Issuer or by any other obligor on the Notes) in trust for the benefit of the Noteholders or of the Trustee. (ii) that it will give the Trustee notice of any failure by the Issuer (or by any other obligor on the Notes) to make any payment of the principal of or interest on any Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes when the same shall be due and payable; and (iii) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s 's written request at any time during the continuance of the failure referred to in clause (ii) above. (c) The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) If the Issuer shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any Notes, it will, on or before each due date of the principal of or interest on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer will promptly notify the Trustee of any failure to take action. (e) Anything in this Section 6.13 6.23 to the contrary notwithstanding, the Issuer may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes by the Issuer or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. (f) Anything in this Section 6.136.23, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3. (g) The Issuer agrees to indemnify the Noteholders against any failure on the part of any Paying Agent to pay, in accordance with the terms hereof, any sum due in respect of the Notes on the applicable Payment Date.

Payments and Paying Agents. (a) The Issuer Company will, at least one prior to 10:00 a.m., New York City time, on the Business Day prior to each due preceding any date of payment of the principal of (or premium, if any) or interest on the Notes or other amounts (including Additional Amounts)Securities of any series, deposit with the Trustee Principal Paying Agent a sum sufficient to pay such principalprincipal (or premium, if any) or interest or other amounts (including Additional Amounts) so becoming due. (b) due on that date of payment. Whenever the Issuer Company shall appoint a Paying Agent other than the Trustee or the Principal Paying Agent with respect to the NotesSecurities of any series, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent Paying Agent shall agree with the Trustee, subject to the provisions of this SectionSection 10.06: (ia) that it will hold all sums received by it as such agent for the payment of the principal of (or premium, if any) or interest on any Notes Securities (whether such sums have been paid to it by or on behalf of the Issuer Company or by any other obligor on the NotesSecurities) in trust for the benefit of the Noteholders Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of the Trustee.as herein; (iib) that it will give the Trustee notice of any failure by the Issuer Company (or by any other obligor on the NotesSecurities) to make any payment of the principal of (or premium, if any) or interest on on, Securities of any Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes series when the same shall be due and payable; and (iiic) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause Clause (iib) above. (c) . The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer Company to the Trustee pursuant to this Indenture, of the principal of (and premium, if any, on) and interest and due on, the Securities. Whenever the Company shall have one or more Paying Agents (other amounts than the Trustee) for the Securities of any series, it shall, on or before each due on the Notes (including Additional Amounts) and date of the compensation principal of (or premium, if any) or interest on, the Securities of that series, deposit with such Paying Agents a sum sufficient to pay such principal (or premium, if any) or interest so becoming due, such sum to be held in trust for their services as such. the benefit of the Persons entitled to such principal (dor premium, if any) or interest, and the Company shall promptly notify the Trustee in writing of such action or any failure so to act. If the Issuer Company shall at any time act as its own Paying Agent (following notice thereof to the Trustee) with respect to Securities of any Notesseries, it will, on or before each due date of the principal of (or premium, if any) or interest on such Noteson, the Securities of that or those series, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes Persons entitled thereto a sum sufficient to pay such principal (or premium, if any) or interest (including Additional Amounts) so becoming duedue until such sums shall be paid to such Persons or otherwise disposed of as herein provided. The Issuer Company will promptly notify the Trustee of any failure so to take action. (e) act. Anything in this Section 6.13 10.06 to the contrary notwithstanding, the Issuer Company may at any time, for the purpose of obtaining a satisfaction and discharge of this Indenture with respect to Securities of any Notes hereunderseries, or for any other reason, pay or cause to be paid to the Trustee by any Paying Agent all sums held in trust for such Notes with respect to Securities of that series by the Issuer Company or any that Paying Agent hereunder, as required by this SectionAgent, such sums to be held by the Trustee upon the same trusts herein contained. (f) as those upon which such sums were held by the Company or that Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such sums. Anything in this Section 6.1310.06, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.34.02. Subject to applicable law, any money deposited with the Trustee or any Paying Agent, or then held by the Company, in trust for the payment of the principal of (or premium, if any) or interest on, any Security and remaining unclaimed for two years after such principal (or premium, if any) or interest has become due and payable shall be paid to the Company at the written request of the Company and subject to any relevant unclaimed property laws and regulations, or (if then held by the Company) shall be discharged from such trust; and the Holder of such Security shall thereafter, as an unsecured general creditor, look only to the Company for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, shall, upon written request and at the expense of the Company, cause to be published once, in a newspaper published in the English language, customarily published at least five days a week and of general circulation in the Borough of Manhattan in The City of New York, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining shall be repaid to the Company.

Payments and Paying Agents. (a) The Issuer will, at least one Business Day prior to each due date of the principal of or interest on the any Notes or other amounts of such Series (including Additional Amounts), deposit with the Trustee a sum sufficient to pay such principal, principal or interest or other amounts (including Additional Amounts) so becoming due. (b) At least ten Business Days prior to the first Payment Date for the Notes of such Series, and, if there has been any change with respect to the matters set forth in the below-mentioned certificate, at least ten Business Days prior to each Payment Date for the Notes of such Series, the Issuer shall furnish the Trustee an Officers' Certificate instructing the Trustee as to any circumstances in which payments of principal of or interest on any Notes of such Series (including Additional Amounts) due on such date shall be subject to deduction or withholding for or on account of any taxes and the rate of any such deduction or withholding. If any such deduction or withholding shall be required and if the Issuer therefore becomes liable to pay Additional Amounts pursuant to the terms of such Notes, then at least ten Business Days prior to each Payment Date, the Issuer will furnish the Trustee with a certificate that specifies the amount required to be withheld on such payment date to Holders of such Notes and the Additional Amounts due to Holders of such Notes, and will pay to the Trustee such Additional Amounts as shall be required to be paid to such Holders. The Issuer covenants to indemnify the Trustee and the Other Paying Agents for, and to hold each harmless against, any loss, liability or expense reasonably incurred without negligence, bad faith or willful misconduct on their part, arising out of or in connection with actions taken or not taken by any of them in reliance on any certificate furnished to them pursuant to this paragraph or the failure to furnish any such certificate. The obligations of the Issuer under this preceding sentence shall survive payment of all the Notes of such Series, the satisfaction and discharge of this Indenture and the resignation or removal of the Trustee, Registrar or any Paying Agent. Any certificate required by this Section to be provided to the Trustee and any other Paying Agent shall be deemed to be duly provided if telecopied to the Trustee and such other Paying Agent. Upon request, the Issuer shall provide the Trustee with documentation reasonably satisfactory to the Trustee evidencing the payment of Taxes in respect of which the Issuer has paid any Additional Amounts. Copies of such documentation shall be made available to the Holders or the other Paying Agents, as applicable, upon request therefor. (c) Whenever the Issuer shall appoint a Paying Agent other than the Trustee with respect to the NotesNotes of such Series, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the Trustee, subject to the provisions of this Section: , (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest on any Notes of such Series (whether such sums have been paid to it by or on behalf of the Issuer or by any other obligor on the NotesNotes of such Series) in trust for the benefit of the Noteholders Holders of such Notes or of the Trustee. (ii) that it will give the Trustee notice of any failure by the Issuer (or by any other obligor on the Notes) to make any payment of the principal of or interest on any Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes when the same shall be due and payable; and (iii) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above. (c) The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) If the Issuer shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any Notes, it will, on or before each due date of the principal of or interest on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer will promptly notify the Trustee of any failure to take action. (e) Anything in this Section 6.13 to the contrary notwithstanding, the Issuer may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes by the Issuer or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. (f) Anything in this Section 6.13, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3.,

Payments and Paying Agents. (a) The Issuer will, at least one Business Day prior to each due date of the principal of or interest on the Notes or other amounts (including Additional Amounts), deposit with the Trustee a sum sufficient to pay such principal, interest or other amounts (including Additional Amounts) so becoming due.. 50 (b) Whenever the Issuer shall appoint a Paying Agent other than the Trustee with respect to the Notes, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the Trustee, subject to the provisions of this Section: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest on any Notes (whether such sums have been paid to it by or on behalf of the Issuer or by any other obligor on the Notes) in trust for the benefit of the Noteholders or of the Trustee. (ii) that it will give the Trustee notice of any failure by the Issuer (or by any other obligor on the Notes) to make any payment of the principal of or interest on any Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes when the same shall be due and payable; and (iii) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s 's written request at any time during the continuance of the failure referred to in clause (ii) above. (c) The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) If the Issuer shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any Notes, it will, on or before each due date of the principal of or interest on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer will promptly notify the Trustee of any failure to take action. (e) Anything in this Section 6.13 6.23 to the contrary notwithstanding, the Issuer may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes by the Issuer or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. (f) Anything in this Section 6.136.23, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3. (g) The Issuer agrees to indemnify the Noteholders against any failure on the part of any Paying Agent to pay, in accordance with the terms hereof, any sum due in respect of the Notes on the applicable Payment Date.

Payments and Paying Agents. (a) The Subject to Section 2.8 hereof, the Issuer willshall, at least one on the Business Day prior to each immediately preceding the due date of the principal of or interest on the Notes or other amounts (including Additional Amounts), deposit with the Trustee a sum sufficient to pay such principal, interest or and/or other amounts (including Additional Amounts) so becoming due. (b) Whenever the Issuer shall appoint a Paying Agent other than the Trustee with respect to the Notes, it will shall cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the TrusteeIssuer, subject to the provisions of this Section: (i) that it will hold all sums received by it as such agent for the payment of the principal of principal, interest or interest any other amounts due on any Notes (whether such sums have been paid to it by or on behalf of the Issuer or by any other obligor on the Notes) in trust for the benefit of the Noteholders or of the Trustee.; (ii) that it will give the Trustee notice of any failure by the Issuer (or by any other obligor on the Notes) to make any payment of the principal of or interest on any Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes when the same shall be due and payable; and; (iii) that it will pay any such sums so held in trust by it to the Trustee forthwith upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above; and (iv) that it will comply with the provisions of the Trust Indenture Act applicable to it as a Paying Agent. (c) The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) If the Issuer shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any Notes, it will, on or before each due date of the principal of principal, interest or interest any other amounts due on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The due until such amounts shall be paid to the Noteholders and the Issuer will promptly notify the Trustee in writing of its action or any failure to take action. (ed) Anything in this Section 6.13 4.12 to the contrary notwithstanding, the Issuer may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause by Issuer Order direct any Paying Agent to be paid pay to the Trustee all sums held in trust for such Notes by the Issuer or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. (fe) Anything in this Section 6.13, 4.12 to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.310.3. (f) Any money deposited with the Trustee or any Paying Agent, or then held in trust for the payment of the principal, interest any other amounts due on any Note and remaining unclaimed for two years after such principal or interest has become due and payable shall be paid to the Issuer upon Issuer Order, or (if then held by the Issuer) shall be discharged from such trust; and the Noteholder of such Note shall thereafter, as an unsecured general creditor, look only to the Issuer for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Issuer as trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, will at the expense of the Issuer cause a notice to be given to the Noteholders in accordance with Section 13.4 that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such notice, any unclaimed balance of such money then remaining will be repaid to the Issuer. (g) The Issuer undertakes to indemnify each of the Paying Agents and their Affiliates against all losses, liabilities, including any and all Tax liabilities, which, for the avoidance of doubt, shall include Brazilian Taxes and associated penalties, costs, claims, actions, damages, expenses or demands which any of them may incur or which may be made against any of them as a result of or in connection with the appointment of or the exercise of the powers and duties by any Paying Agent or its Affiliates under this Indenture except as may result from the Paying Agents or their Affiliates’ own negligence or bad faith. (h) The Issuer acknowledges that no Paying Agent makes any representations as to the interpretation or characterization of the transactions herein undertaken for tax or any other purpose, in any jurisdiction. The Issuer represents that it has fully satisfied itself as to any Tax impact of this Indenture before agreeing to the terms herein, and is responsible for any and all federal, state, local, income, franchise, withholding, value added, sales, use, transfer, stamp or other Taxes imposed by any jurisdiction in respect of this Indenture. (i) The Issuer agrees to pay any and all stamp and other documentary Taxes or duties which may be payable in connection with the execution, delivery, performance and enforcement of this Indenture by the Trustee or any Paying Agent. (j) Each payment in full of principal, Additional Amounts and/or interest payable in respect of any Note made by or on behalf of the Issuer to or to the order of any Paying Agent in the manner specified herein on the date due shall be valid and effective to satisfy and discharge the obligation of the Issuer to make payment of principal, Additional Amounts and/or interest payable under the Notes on such date; provided that the liability of any Paying Agent shall not exceed any amounts paid to it by the Issuer or held by it, on behalf of the Noteholders under this Indenture; and provided further that in the event that there is a default of any Paying Agent in any payment of principal, Additional Amounts and/or interest payable in respect of any Note, the Issuer shall pay on demand such further amounts as will result in receipt by the Noteholder of such amounts as would have been received by it had no such default occurred. It being understood that nothing herein shall be deemed to constitute any waiver by the Issuer to the exercise any right it may have against such Paying Agent as a consequence of such default to seek compensation for such payment and the Issuer may seek any remedy available to it under this Indenture and/or applicable law to be so compensated.

Payments and Paying Agents. (a) The Issuer Company will, at least one prior to 12:00 noon, New York City time, on the Business Day prior to each due preceding any date of payment of the principal of (or premium, if any) or interest on the Notes or other amounts (including Additional Amounts)Securities of any series, deposit with the Trustee a sum sufficient to pay such principalprincipal (or premium, if any) or interest or other amounts (including Additional Amounts) so becoming due. (b) due on that date of payment. Whenever the Issuer Company shall appoint a Paying Agent other than the Trustee with respect to the NotesSecurities of any series, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent Paying Agent shall agree with the Trustee, subject to the provisions of this SectionSection 10.06: (ia) that it will hold all sums received by it as such agent for the payment of the principal of (or premium, if any) or interest on any Notes Securities (whether such sums have been paid to it by or on behalf of the Issuer Company or by any other obligor on the NotesSecurities) in trust for the benefit of the Noteholders Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of the Trustee.as herein; (iib) that it will give the Trustee notice of any failure by the Issuer Company (or by any other obligor on the NotesSecurities) to make any payment of the principal of (or premium, if any) or interest on on, Securities of any Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes series when the same shall be due and payable; and (iiic) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause Clause (iib) above. (c) . The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer Company to the Trustee pursuant to this Indenture, of the principal of (and premium, if any, on) and interest and due on, the Securities. Whenever the Company shall have one or more Paying Agents (other amounts than the Trustee) for the Securities of any series, it shall, on or before each due on the Notes (including Additional Amounts) and date of the compensation principal of (or premium, if any) or interest on, the Securities of that series, deposit with such Paying Agents a sum sufficient to pay such principal (or premium, if any) or interest so becoming due, such sum to be held in trust for their services as such. the benefit of the Persons entitled to such principal (dor premium, if any) or interest, and the Company shall promptly notify the Trustee in writing of such action or any failure so to act. If the Issuer Company shall at any time act as its own Paying Agent (following notice thereof to the Trustee) with respect to Securities of any Notesseries, it will, on or before each due date of the principal of (or premium, if any) or interest on such Noteson, the Securities of that or those series, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes Persons entitled thereto a sum sufficient to pay such principal (or premium, if any) or interest (including Additional Amounts) so becoming duedue until such sums shall be paid to such Persons or otherwise disposed of as herein provided. The Issuer Company will promptly notify the Trustee of any failure so to take action. (e) act. Anything in this Section 6.13 10.06 to the contrary notwithstanding, the Issuer Company may at any time, for the purpose of obtaining a satisfaction and discharge of this Indenture with respect to Securities of any Notes hereunderseries, or for any other reason, pay or cause to be paid to the Trustee by any Paying Agent all sums held in trust for such Notes with respect to Securities of that series by the Issuer Company or any that Paying Agent hereunder, as required by this SectionAgent, such sums to be held by the Trustee upon the same trusts herein contained. (f) as those upon which such sums were held by the Company or that Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such sums. Anything in this Section 6.1310.06, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.34.02. Subject to applicable law, any money deposited with the Trustee or any Paying Agent, or then held by the Company, in trust for the payment of the principal of (or premium, if any) or interest on, any Security and remaining unclaimed for two years after such principal (or premium, if any) or interest has become due and payable shall be paid to the Company at the written request of the Company and subject to any relevant unclaimed property laws and regulations, or (if then held by the Company) shall be discharged from such trust; and the Holder of such Security shall thereafter, as an unsecured general creditor, look only to the Company for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, shall, upon written request and at the expense of the Company, cause to be published once, in a newspaper published in the English language, customarily published at least five days a week and of general circulation in the Borough of Manhattan in The City of New York, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining shall be repaid to the Company.

Payments and Paying Agents. (a) The Issuer Unibanco will, at least one Business Day prior to each due date of the principal of or interest on the Notes or other amounts (including Additional Amounts), deposit with the Trustee a sum sufficient to pay such principal, interest or other amounts (including Additional Amounts) so becoming due. (b) Whenever the Issuer Unibanco shall appoint a Paying Agent other than the Trustee with respect to the Notes, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the Trustee, subject to the provisions of this Section: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest on any Notes (whether such sums have been paid to it by or on behalf of the Issuer Unibanco or by any other obligor on the Notes) in trust for the benefit of the Noteholders or of the Trustee. (ii) that it will give the Trustee notice of any failure by the Issuer Unibanco (or by any other obligor on the Notes) to make any payment of the principal of or interest on any Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer Unibanco under this Indenture or the Notes when the same shall be due and payable; and (iii) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above. (c) The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer Unibanco to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) If the Issuer Unibanco shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any Notes, it will, on or before each due date of the principal of or interest on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer Unibanco will promptly notify the Trustee of any failure to take action. (e) Anything in this Section 6.13 6.22 to the contrary notwithstanding, the Issuer Unibanco may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes by the Issuer Unibanco or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. (f) Anything in this Section 6.136.22, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section Article VI are subject to the provisions of Section 12.3. (g) Unibanco agrees to indemnify the Noteholders against any failure on the part of any Paying Agent to pay, in accordance with the terms hereof, any sum due in respect of the Notes on the applicable Payment Date.

Payments and Paying Agents. (a) Payment of principal and interest and other amounts on the Securities will be made at the Corporate Trust Office of the Trustee in New York City, or such other paying agent office in the United States as the Company appoints, as herein provided. The Issuer Company will, at least one prior to 3:00 p.m., New York City time, on the Business Day prior to each due preceding any payment date of the principal of or interest on the Notes Securities or other amounts (including Additional Amounts), deposit to the Payment Account with the Trustee a sum immediately available funds in U.S. Dollars sufficient to pay such principal, interest or other amounts (including Additional Amounts) so becoming due. . All payments will be subject in all cases to any applicable tax, fiscal or other laws and regulations in any jurisdictions, but without prejudice to the provisions of Section 10.10. For the purposes of the preceding sentence, the phrase “applicable tax, fiscal or other laws and regulations” will include any obligation on the Company to withhold or deduct from a payment pursuant to Section 1471(b) of the Internal Revenue Code of 1986, as amended, or otherwise imposed pursuant to Sections 1471 through 1474 of the Internal Revenue Code of 1986, as amended, any regulations thereunder or official interpretations thereof or any law implementing an intergovernmental approach thereto (b) collectively, “FATCA”). Whenever the Issuer Company shall appoint a Paying Agent other than the Trustee or the Luxembourg Agent with respect to the NotesSecurities, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the Trustee, and the Luxembourg Agent, as Luxembourg paying agent, hereby agrees, subject to the provisions of this Section: (i1) that it will hold all sums received by it as such agent for the payment of the principal of or interest on any Notes Securities (whether such sums have been paid to it by or on behalf of the Issuer Company or by any other obligor on the NotesSecurities) in trust for the benefit of the Noteholders Holders or of the Trustee.; (ii2) that it will give the Trustee notice of any failure by the Issuer Company (or by any other obligor on the NotesSecurities) to make any payment of the principal of or interest on any Notes the Securities (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer Company under this Indenture or the Notes Securities when the same shall be due and payable; and (iii3) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause Clause (ii2) above. (c) . The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer Company to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes Securities (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) ). If the Issuer Company shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any Notesthe Securities, it will, on or before each due date of the principal of or interest on such Notesthe Securities, set aside, segregate and hold in trust for the benefit of the Noteholders Holders of such Notes the Securities a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer Company will promptly notify the Trustee of any failure to take action. (e) . Anything in this Section 6.13 10.08 to the contrary notwithstanding, the Issuer Company may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes the Securities hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes the Securities by the Issuer Company or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. . Subject to any applicable unclaimed property laws or regulations, any money deposited with the Trustee or any Paying Agent, or then held by the Company, in trust for the payment of the principal of or any premium or interest on any Security and remaining unclaimed for two years after such principal, premium or interest has become due and payable shall be paid to the Company on its Order, or (fif then held by the Company) shall be discharged from such trust and the Holder of such Security shall thereafter, as an unsecured general creditor, look only to the Company for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as trustee thereof, shall thereupon cease. Anything in this Section 6.1310.08, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.34.02. The Company agrees to indemnify the Holders against any failure on the part of any Paying Agent to pay, in accordance with the terms hereof, any sum due in respect of the Securities on the applicable payment date. The Company initially appoints The Bank of New York Mellon as Paying Agent, Security Registrar and transfer agent hereunder and The Bank of New York Mxxxxx XX/NV, Luxembourg Branch, as Luxembourg Paying Agent hereunder. The parties hereto agree that in accepting such appointment and acting as such under this Indenture, any Paying Agent and the Luxembourg Agent shall be entitled to the rights, benefits, protections, immunities and indemnities afforded to the Trustee under this Indenture. For so long as the Securities are listed on the Official List of the Luxembourg Stock Exchange and trade on the Euro MTF Market of the Luxembourg Stock Exchange, the Company shall also maintain a Paying Agent in Luxembourg. Any corporation or association into which any agent appointed by the Company under this Indenture may be merged or converted or with which it may be consolidated, or any corporation or association resulting from any merger, conversion or consolidation to which any such agent shall be a party, or any corporation or association succeeding to all or substantially all the corporate trust business of any such agent, shall be the successor of any such agent hereunder, provided such corporation or association shall be otherwise qualified and eligible under this Indenture, without the execution or filing of any paper or any further act on the part of any of the parties hereto. Notwithstanding and to the exclusion of any other term of this Indenture or any other agreements, arrangements, or understanding among the parties, each counterparty to the BRRD Party under this Indenture acknowledges and accepts that a BRRD Liability arising under this Indenture may be subject to the exercise of Bail-in Powers by the Relevant Resolution Authority, and acknowledges, accepts, and agrees to be bound by: (i) the effect of the exercise of Bail-in Powers by the Relevant Resolution Authority in relation to any BRRD Liability of the BRRD Party to such counterparty under this Indenture, that (without limitation) may include and result in any of the following, or some combination thereof: (a) the reduction of all, or a portion, of the BRRD Liability or outstanding amounts due thereon; (b) the conversion of all, or a portion, of the BRRD Liability into shares, other securities or other obligations of the BRRD Party or another person (and the issue to or conferral on such counterparty of such shares, securities or obligations); (c) the cancellation of the BRRD Liability; (d) the amendment or alteration of the amounts due in relation to the BRRD Liability, including any interest, if applicable, thereon, the maturity or the dates on which any payments are due, including by suspending payment for a temporary period; and (ii) the variation of the terms of this Indenture, as deemed necessary by the Relevant Resolution Authority, to give effect to the exercise of Bail-in Powers by the Relevant Resolution Authority.

Payments and Paying Agents. (a) The Issuer willPrincipal of the 2009 Notes will be payable against presentation and surrender of such 2009 Notes, and, in the case of 2009 Definitive Notes, interest on any 2009 Definitive Notes will be payable against presentation and surrender of the 2009 Coupons appertaining thereto as they severally mature, in either case, at least one Business Day prior the designated offices of such Paying Agents outside the United States and its possessions as the Company may appoint from time to each time pursuant to the Fiscal Agency Agreement. Payments of interest due date in respect of any 2009 Notes other than on presentation and surrender of matured 2009 Coupons shall be made only against presentation and either surrender or endorsement (as appropriate) of the principal of or interest on the Notes or other amounts (including Additional Amounts), deposit with the Trustee a sum sufficient to pay such principal, interest or other amounts (including Additional Amounts) so becoming due. (b) Whenever the Issuer shall appoint a Paying Agent other than the Trustee relevant 2009 Note. Payments with respect to the Notes2009 Notes and the 2009 Coupons appertaining thereto will be made only in euro, subject to applicable laws and regulations, by euro check or, at the option of a holder, by transfer to a euro denominated account maintained by such holder with a bank outside the United States and its possessions. No payment with respect to any such 2009 Note or 2009 Coupon will be made at the office of the Fiscal Agent or at the offices of any Paying Agent appointed by the Company in the United States or its possessions, nor will any payment be made by transfer to an account, or by mail to an address, in the United States or its possessions. In the event that any Interest Payment Date shall occur at a time when any portion of the principal amount of the 2009 Temporary Global Note (as defined in the Fiscal Agency Agreement) has not been exchanged (pursuant to the terms of the 2009 Temporary Global Note) for beneficial interests in the 2009 Global Note (as defined in the Fiscal Agency Agreement), payments of principal of, and interest and Additional Amounts (if any), on that portion of the principal amount of the 2009 Temporary Global Note that has not been exchanged for beneficial interests in the 2009 Global Note shall be held by the Fiscal Agent for payment to any holders of the 2009 Temporary Global Note only upon such exchange. The Company has initially appointed JPMorgan Chase Bank, N.A., London, as the Paying Agent. The Company agrees that, so long as any of the 2009 Notes are outstanding, it will cause such maintain Paying Agents only outside the United States and its possessions, and so long as the 2009 Notes are listed on the London Stock Exchange and the rules of the London Stock Exchange shall so require, it will maintain a Paying Agent in London for payments with respect to execute 2009 Definitive Notes and deliver the 2009 Coupons appertaining thereto and where the 2009 Definitive Notes may be presented or surrendered for exchange and where notices and demands to or upon the Company in respect of the 2009 Notes, the 2009 Coupons, and the Fiscal Agency Agreement, may be served. The Company is under no obligation to maintain a listing for the 2009 Notes on the London Stock Exchange (or any other exchange), and may cause the 2009 Notes to be delisted in any circumstances, among others, where the continued listing would be unduly burdensome in the opinion of the Company. The Company shall have the right at any time and from time to time to vary or terminate any appointment as Paying Agent or other agent and to appoint any other Paying Agents or other agencies in such other places outside the United States and its possessions as they may deem appropriate and shall give prompt notice thereof in the manner described below in the section entitled “Notices.” The Company will also maintain at all times an office or agency in London solely for the purpose of receiving notices and demands (other than presentation of the 2009 Notes or 2009 Coupons or demands for payment) from the holders of the 2009 Notes and the 2009 Coupons but not for the purpose of making payments in respect of the 2009 Notes or the 2009 Coupons. The Company has initially appointed the office of the Fiscal Agent in London for the purpose of receiving notices and demands (other than demands for payment) from the holders of the 2009 Notes and 2009 Coupons. Any monies paid by the Company to the Trustee an instrument in which such agent shall agree with the Trustee, subject to the provisions of this Section: (i) that it will hold all sums received by it as such agent Fiscal Agent for the payment of the principal of of, or interest on or Additional Amounts, if any, on, any 2009 Notes and remaining unclaimed at the end of two years after such principal, interest and Additional Amounts, if any, shall have become due and payable (whether at maturity or otherwise) shall then be repaid to the Company upon its written request, and upon such sums have been paid to it by or on behalf repayment all liability of the Issuer or by Fiscal Agent with respect thereto shall thereupon cease, without, however, limiting in any other obligor on way any obligation the Notes) in trust for the benefit of the Noteholders or of the Trustee. (ii) that it will give the Trustee notice of any failure by the Issuer (or by any other obligor on the Notes) Company may have to make any payment of pay the principal of of, and interest or interest on any Notes (including Additional Amounts) and , if any, on, any other payments to be made by 2009 Note or on behalf of the Issuer under this Indenture or the Notes when 2009 Coupon as the same shall be due and payable; and (iii) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) abovebecome due. (c) The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) If the Issuer shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any Notes, it will, on or before each due date of the principal of or interest on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer will promptly notify the Trustee of any failure to take action. (e) Anything in this Section 6.13 to the contrary notwithstanding, the Issuer may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes by the Issuer or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. (f) Anything in this Section 6.13, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3.

Payments and Paying Agents. (a) The Issuer willSubject to Section 2.8 hereof, at least one Business Day prior to each on the due date of the principal of or interest on the Notes or other amounts (including Additional Amounts), deposit with the Trustee a sum sufficient to pay such principal, interest or other amounts (including Additional Amounts) so becoming due. (b) Whenever the Issuer shall appoint a Paying Agent other than the Trustee with respect to the Notes, it will shall cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the TrusteeIssuer, subject to the provisions of this Section: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest on any Notes (whether such sums have been paid to it by or on behalf of the Issuer or by any other obligor on the Notes) in trust for the benefit of the Noteholders or of the Trustee.; (ii) that it will give the Trustee notice of any failure by the Issuer (or by any other obligor on the Notes) to make any payment of the principal of or interest on any Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes when the same shall be due and payable; and; (iii) that it will pay any such sums so held in trust by it to the Trustee forthwith upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above; and (iv) that it will comply with the provisions of the Trust Indenture Act applicable to it as a Paying Agent. (c) The Trustee shall arrange with Any Paying Agent appointed must at all such Paying Agents for the payment, from funds furnished times be a bank having a long term unsecured debt rating of at least “A3” by the Issuer to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Paying Agents for their services as suchXxxxx’x. (d) If the Issuer shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any Notes, it will, on or before each due date of the principal of or interest on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The due until such amounts shall be paid to the Noteholders and the Issuer will promptly notify the Trustee in writing of its action or any failure to take action. (e) Anything in this Section 6.13 4.11 to the contrary notwithstanding, the Issuer may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause by Issuer Order direct any Paying Agent to be paid pay to the Trustee all sums held in trust for such Notes by the Issuer or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. (f) Anything in this Section 6.13, 4.11 to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.310.3. (g) Any money deposited with the Trustee or any Paying Agent, or then held in trust for the payment of the principal of or interest on any Note and remaining unclaimed for two years after such principal or interest has become due and payable shall be paid to the Issuer upon Issuer Order, or (if then held by the Issuer) shall be discharged from such trust; and the Noteholder of such Note shall thereafter, as an unsecured general creditor, look only to the Issuer for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Issuer as trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, will at the expense of the Issuer cause a notice to be given to the Noteholders in accordance with Section 13.4 that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such notice, any unclaimed balance of such money then remaining will be repaid to the Issuer.

Payments and Paying Agents. (a) The Issuer will, at least one Business Day prior to each due date of the principal of or interest on the Notes or other amounts (including Additional Amounts), deposit with the Trustee a sum sufficient to pay such principal, interest or other amounts (including Additional Amounts) so becoming due. (b) Whenever the Issuer Company shall appoint a Paying Agent other than the Trustee The Bank of New York Mellon with respect to the Notes, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the Trustee, subject to the provisions of this SectionSection 4.23: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest interest, as the case may be, on any Notes (whether such sums have been paid to it by or on behalf of the Issuer Company or by any other obligor on the Notes) in trust for the benefit of the Noteholders or of the Trustee.Holders; (ii) that it will give the Trustee notice of any failure by the Issuer Company (or by any other obligor on the Notes) to make any payment of the principal of or interest on any Notes Notes, as the case may be (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer Company under this Indenture or the Notes when the same shall be due and payable; and (iii) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above. (cb) The Trustee shall arrange with all such the Paying Agents Agent for the payment, from funds furnished by the Issuer Company to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Paying Agents Agent for their its services as such. (d) If the Issuer shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any Notes, it will, on or before each due date of the principal of or interest on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer will promptly notify the Trustee of any failure to take action. (ec) Anything in this Section 6.13 4.23 to the contrary notwithstanding, the Issuer Company may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes by the Issuer Company or any the Paying Agent hereunder, hereunder as required by this SectionSection 4.23, such sums to be held by the Trustee upon the trusts herein contained. (fd) Anything in this Section 6.13, 4.23 to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.38.02. (e) The Company agrees to indemnify the Holders and the Trustee (which for purposes of this Section 4.23(e) shall be deemed to include its directors, officers, agents and employees) against any failure on the part of the Paying Agent to pay, in accordance with the terms hereof, any sum due in respect of the Notes on the applicable payment date.

Payments and Paying Agents. (a) The Issuer willSubject to Section 2.08 hereof, at least one on the Business Day prior to each the due date of the principal of or interest on the Notes or other amounts (including Additional Amounts), the Issuer shall deposit with the Trustee or the Paying Agent a sum sufficient to pay such principal, interest or other amounts (including Additional Amounts) so becoming due. (b) Whenever the Issuer shall appoint a Paying Agent other than the Trustee not a party hereto with respect to the Notes, it will shall cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the TrusteeIssuer, subject to the provisions of this Section: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest on any Notes (whether such sums have been paid to it by or on behalf of the Issuer or by any other obligor on the Notes) in trust for the benefit of the Noteholders or of the Trustee.; (ii) that it will give the Trustee written notice of any failure by the Issuer (or by any other obligor on the Notes) to make any payment of the principal of or interest on any Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes when the same shall be due and payable; and; (iii) that it will pay any such sums so held in trust by it to the Trustee forthwith upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above; and (iv) that it will comply with the provisions of the Trust Indenture Act applicable to it as a Paying Agent. (c) The Trustee shall arrange with Any Paying Agent appointed must at all such Paying Agents for the payment, from funds furnished times be a bank having a long term unsecured debt rating of at least “A3” by the Issuer to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Paying Agents for their services as suchMoody’s. (d) If the Issuer shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any Notes, it will, on or before each due date of the principal of or interest on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The due until such amounts shall be paid to the Noteholders and the Issuer will promptly notify the Trustee in writing of its action or any failure to take action. (e) Anything in this Section 6.13 4.12 to the contrary notwithstanding, the Issuer may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause by Issuer Order direct any Paying Agent to be paid pay to the Trustee all sums held in trust for such Notes by the Issuer or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. (f) Anything in this Section 6.13, 4.12 to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.310.03. (g) Any money deposited with the Trustee or any Paying Agent, or then held in trust for the payment of the principal of or interest on any Note and remaining unclaimed for two years after such principal or interest has become due and payable shall be promptly paid to the Issuer upon Issuer Order, or (if then held by the Issuer) shall be discharged from such trust; and the Noteholder of such Note shall thereafter, as an unsecured general creditor, look only to the Issuer for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Issuer as trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, will at the expense of the Issuer cause a notice to be given to the Noteholders in accordance with Section 13.04 that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such notice, any unclaimed balance of such money then remaining shall be repaid to the Issuer.

Payments and Paying Agents. (a) The Issuer will, at least one Business Day prior to each due date of the principal of or interest on the Notes or other amounts (including Additional Amounts), deposit with the Trustee Principal Paying Agent or the Trustee, as the case may be, a sum sufficient to pay such principal, interest or other amounts (including Additional Amounts) so becoming due. (b) Whenever the Issuer shall appoint a New York Paying Agent other than the Trustee or a Principal Paying Agent other than X.X. Xxxxxx Trust Bank LTD. with respect to the Notes, it will cause such New York Paying Agent or Principal Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the Trustee, subject to the provisions of this SectionSection 6.22: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest interest, as the case may be, on any Notes (whether such sums have been paid to it by or on behalf of the Issuer or by any other obligor on the Notes) in trust for the benefit of the Noteholders and (after the payment of any claim under the Insurance Policy) the Insurance Agent, and to make payments to the Insurance Agent after payment of any claim under the Insurance Policy in accordance with Condition 7 of the Insurance Policy or of the Trustee.; (ii) that it will give the Trustee notice of any failure by the Issuer (or by any other obligor on the Notes) to make any payment of the principal of or interest on any Notes Notes, as the case may be (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes when the same shall be due and payable; and (iii) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above. (c) The Trustee shall arrange with all such New York Paying Agents or Principal Paying Agents, as the case may be, for the payment, from funds furnished by the Issuer to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Principal Paying Agents or New York Paying Agents, as the case may be, for their services as such. (d) If the Issuer shall act as its own New York Paying Agent (following notice thereof to the Trustee) or Principal Paying Agent with respect to any Notes, it will, on or before each due date of the principal of or interest on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders and (after the payment of such Notes any claim under the Insurance Policy) the Insurance Agent a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer will promptly notify the Trustee of any failure to take action. (e) Anything in this Section 6.13 6.22 to the contrary notwithstanding, the Issuer may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes by the Issuer or any Principal Paying or New York Paying Agent hereunder, as the case may be, as required by this SectionSection 6.22, such sums to be held by the Trustee upon the trusts herein contained. (f) Anything in this Section 6.136.22, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3. (g) The Issuer agrees to indemnify the Noteholders against any failure on the part of any New York Paying Agent or Principal Paying Agent, as the case may be, to pay, in accordance with the terms hereof, any sum due in respect of the Notes on the applicable Payment Date.

Payments and Paying Agents. (a) The Issuer Company will, at least one prior to 3:00 p.m. New York City time, on the Business Day prior to each due preceding any payment date of the principal of or interest on the Notes any series of Securities or other amounts (including Additional Amounts), deposit with the Trustee a sum sufficient to pay such principal, interest or other amounts (including Additional Amounts) so becoming due. (b) . Whenever the Issuer Company shall appoint a Paying Agent other than the Trustee with respect to the Notesany series of Securities, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the Trustee, subject to the provisions of this Section: (i1) that it will hold all sums received by it as such agent for the payment of the principal of or interest on any Notes Securities (whether such sums have been paid to it by or on behalf of the Issuer Company or by any other obligor on the NotesSecurities) in trust for the benefit of the Noteholders Holders or of the Trustee.; (ii2) that it will give the Trustee notice of any failure by the Issuer Company (or by any other obligor on the NotesSecurities) to make any payment of the principal of or interest on any Notes series of Securities (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer Company under this Indenture or the Notes Securities when the same shall be due and payable; and (iii3) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s 's written request at any time during the continuance of the failure referred to in clause Clause (ii) above. (c) . The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer Company to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes Securities (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) . If the Issuer Company shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any Notesseries of Securities, it will, on or before each due date of the principal of or interest on such Notesseries of Securities, set aside, segregate and hold in trust for the benefit of the Noteholders Holders of such Notes series of Securities a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer Company will promptly notify the Trustee of any failure to take action. (e) . Anything in this Section 6.13 10.17 to the contrary notwithstanding, the Issuer Company may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes series of Securities hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes series of Securities by the Issuer Company or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. (f) . Anything in this Section 6.1310.17, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.34.02. The Company agrees to indemnify the Holders against any failure on the part of any Paying Agent to pay, in accordance with the terms hereof, any sum due in respect of any series of Securities on the applicable Payment Date.

Payments and Paying Agents. (a) The Issuer Bank will, on or before 10:00 AM (New York City time) at least one Business Day prior to each due date of the principal of or premium or interest on the Notes or other amounts any Securities (including Additional Amounts), deposit with the Trustee a sum sufficient to pay such principal, premium or interest or other amounts (including Additional Amounts) so becoming due. The Bank shall request that the bank through which any such payment is to be made agree to supply to the Trustee two Business Days prior to the due date for any such payment an irrevocable confirmation (by tested telex or authenticated SWIFT) of its intention to make such payment. (b) Whenever At least five Business Days prior to the Issuer first Payment Date of interest or principal and, if there has been any change with respect to the matters set forth in the below-mentioned certificate, at least five Business Days prior to each Payment Date of interest or principal thereafter, the Bank shall furnish the Trustee with a certificate signed by any two Authorized Persons instructing the Trustee as to any circumstances in which payments of principal of or interest on any Securities (including Additional Amounts) due on such date shall be subject to deduction or withholding for or on account of any taxes and the rate of any such deduction or withholding. If any such deduction or withholding shall be required and if the Bank therefore becomes liable to pay Additional Amounts pursuant to the terms of such Securities, then at least five Business Days prior to each Payment Date of interest or principal, the Bank will furnish the Trustee with a certificate that specifies the amount required to be withheld on such Payment Date to Holders of such Securities and the Additional Amounts due to Holders of such Securities and that the Bank shall pay in a timely manner such amount to be withheld to the appropriate governmental authority, and the Bank will pay to the Trustee such Additional Amounts as shall be required to be paid to such Holders. The Bank agrees to indemnify the Trustee and each Paying Agent for, and to hold each harmless against, any loss, liability or expense reasonably incurred by them without negligence or willful misconduct on their respective parts, arising out of or in connection with actions taken or omitted by them in reliance on any certificate furnished pursuant to this Section 3.4(b) or the failure to furnish any such certificate. The obligations of the Bank under the preceding sentence shall survive the payment of the Securities, the resignation or removal of the Trustee or any Paying Agent and/or the termination of this Indenture. (c) Each of the Paying Agents hereby agrees (and whenever the Bank shall appoint a Paying Agent other than the Trustee with respect to the NotesSecurities other than those specified in Section 3.2, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent Agent shall agree with the Trusteeagree), subject to the provisions of this Section:, (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest on any Notes Securities (whether such sums have been paid to it by or on behalf of the Issuer Bank or by any other obligor on the NotesSecurities) in trust for the benefit of the Noteholders Holders of such Securities or of the Trustee., (ii) that it will give the Trustee written notice of any failure by the Issuer Bank (or by any other obligor on the NotesSecurities) to make any payment of the principal of or interest on any Notes Securities (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer Bank under this Indenture or the Notes such Securities when the same shall be due and payable; , and (iii) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above. . The Bank shall give, at its expense, notice of the appointment of any Paying Agents (cother than those specified in Section 3.2) to the Holders as specified in Section 12.5, and to the CNV if required under Argentine law. The Trustee Trustee, in its capacity as the Principal Paying Agent, shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer Bank to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes Securities (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) ). If the Issuer Bank shall act as its own Paying Agent (following notice thereof to the Trustee) paying agent with respect to any NotesSecurities, it will, on or before each due date of the principal of or interest on such NotesSecurities, set aside, segregate and hold in trust for the benefit of the Noteholders Holders of such Notes Securities a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer Bank will promptly notify the Trustee in writing of any failure to take such action. (e) . Anything in this Section 6.13 to the contrary notwithstanding, the Issuer Bank may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes Securities hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes Securities by the Issuer Bank or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. (f) . Anything in this Section 6.13, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3Sections 9.3 and 9.4.

Payments and Paying Agents. (a) The Issuer Company will, on or before 10:00 a.m. (London time) at least one (1) Business Day prior to each due date of the principal of Principal or premium or interest on the Notes or other amounts (including Additional Amounts), Amounts as defined in Section 3.5) deposit with the Trustee a sum sufficient to pay such principalPrincipal, premium or interest or other amounts (including Additional Amounts) so becoming due. The Company shall request that the bank through which any such payment is to be made agree to supply to the Trustee two (2) Business Days prior to the due date for any such payment an irrevocable confirmation (by tested telex or authenticated SWIFT) of its intention to make such payment. (b) Whenever At least five (5) Business Days prior to the Issuer first Payment Date of interest or Principal and, if there has been any change with respect to the matters set forth in the below-mentioned certificate, at least five (5) Business Days prior to each Payment Date of interest or Principal thereafter, the Company shall furnish the Trustee with a certificate signed by any two Authorized Persons instructing the Trustee as to any circumstances in which payments of Principal of or interest on the Notes (including Additional Amounts) due on such date shall be subject to deduction or withholding for or on account of any taxes and the rate of any such deduction or withholding. If any such deduction or withholding shall be required and if the Company therefore becomes liable to pay Additional Amounts pursuant to the terms of the Notes, then at least five (5) Business Days prior to each Payment Date of interest or Principal, the Company will furnish the Trustee with a certificate that specifies the amount required to be withheld on such Payment Date to Holders of the Notes and the Additional Amounts due to Holders of the Notes and that the Company shall pay in a timely manner such amount to be withheld to the appropriate Government Agency, and the Company will pay to the Trustee such Additional Amounts as shall be required to be paid to such Holders. The Company agrees to indemnify the Trustee and each Paying Agent for, and to hold each harmless against, any loss, liability or expense reasonably incurred by them without gross negligence or willful misconduct on their respective parts, arising out of or in connection with actions taken or omitted by them in reliance on any certificate furnished pursuant to this Section 3.4 or the failure to furnish any such certificate. The obligations of the Company under the preceding sentence shall survive the payment of the Notes, the resignation or removal of the Trustee or any Paying Agent and/or the termination of this Indenture. (c) Each of the Paying Agents hereby agrees (and whenever the Company shall appoint a Paying Agent other than the Trustee with respect to the Notes, it the Company will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent Paying Agent shall agree with the Trusteeagree), subject to the provisions of this Section: (i) that it will hold all sums received by it as such agent for the payment of the principal Principal of or interest on any the Notes (whether such sums have been paid to it by or on behalf of the Issuer Company or by any other obligor on the Notes) in trust for the benefit of the Noteholders Holders of such Notes or of the Trustee.; (ii) that it will give the Trustee written notice of any failure by the Issuer (or by any other obligor on the Notes) Company to make any payment of the principal Principal of or interest on any the Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer Company under this Indenture or the Notes when the same shall be due and payable; and (iii) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above. . The Company shall give, at its expense, notice of the appointment of any Paying Agents (cother than those specified in Section 3.2) to the Holders as specified in Section 12.4, and to the CNV if required under Argentine law. The Trustee Trustee, in its capacity as the Principal Paying Agent, shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer Company to the Trustee pursuant to this Indenture, of the principal Principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) If the Issuer shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any Notes, it will, on or before each due date of the principal of or interest on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due). The Issuer will promptly notify the Trustee of any failure to take action. (e) Anything in this Section 6.13 to the contrary notwithstanding, the Issuer may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes by the Issuer or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. (f) Anything in this Section 6.13, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3Sections 9.3 and 9.4.

Payments and Paying Agents. (a) The Issuer Company will, at least one prior to 10:00 a.m., New York City time, on the Business Day prior to each due preceding any date of payment of the principal of (or premium, if any) or interest on the Notes or other amounts (including Additional Amounts)Securities of any series, deposit with the Trustee a sum sufficient to pay such principalprincipal (or premium, if any) or interest or other amounts (including Additional Amounts) so becoming due. (b) due on that date of payment. Whenever the Issuer Company shall appoint a Paying Agent other than the Trustee with respect to the NotesSecurities of any series, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent Paying Agent shall agree with the Trustee, subject to the provisions of this SectionSection 10.06: (ia) that it will hold all sums received by it as such agent for the payment of the principal of (or premium, if any) or interest on any Notes Securities (whether such sums have been paid to it by or on behalf of the Issuer Company or by any other obligor on the NotesSecurities) in trust for the benefit of the Noteholders Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of the Trustee.as herein; (iib) that it will give the Trustee notice of any failure by the Issuer Company (or by any other obligor on the NotesSecurities) to make any payment of the principal of (or premium, if any) or interest on on, Securities of any Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes series when the same shall be due and payable; and (iiic) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause Clause (iib) above. (c) . The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer Company to the Trustee pursuant to this Indenture, of the principal of (and premium, if any, on) and interest and due on, the Securities. Whenever the Company shall have one or more Paying Agents (other amounts than the Trustee) for the Securities of any series, it shall, on or before each due on the Notes (including Additional Amounts) and date of the compensation principal of (or premium, if any) or interest on, the Securities of that series, deposit with such Paying Agents a sum sufficient to pay such principal (or premium, if any) or interest so becoming due, such sum to be held in trust for their services as such. the benefit of the Persons entitled to such principal (dor premium, if any) or interest, and the Company shall promptly notify the Trustee in writing of such action or any failure so to act. If the Issuer Company shall at any time act as its own Paying Agent (following notice thereof to the Trustee) with respect to Securities of any Notesseries, it will, on or before each due date of the principal of (or premium, if any) or interest on such Noteson, the Securities of that or those series, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes Persons entitled thereto a sum sufficient to pay such principal (or premium, if any) or interest (including Additional Amounts) so becoming duedue until such sums shall be paid to such Persons or otherwise disposed of as herein provided. The Issuer Company will promptly notify the Trustee of any failure so to take action. (e) act. Anything in this Section 6.13 10.06 to the contrary notwithstanding, the Issuer Company may at any time, for the purpose of obtaining a satisfaction and discharge of this Indenture with respect to Securities of any Notes hereunderseries, or for any other reason, pay or cause to be paid to the Trustee by any Paying Agent all sums held in trust for such Notes with respect to Securities of that series by the Issuer Company or any that Paying Agent hereunder, as required by this SectionAgent, such sums to be held by the Trustee upon the same trusts herein contained. (f) as those upon which such sums were held by the Company or that Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such sums. Anything in this Section 6.1310.06, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.34.02. In the event that Fibria becomes obligated to make payments under Article XII, then Fibria shall make such payments in accordance with the foregoing provisions of this Section 10.06 to the fullest extent applicable. Subject to applicable law, any money deposited with the Trustee or any Paying Agent, or then held by the Company, in trust for the payment of the principal of (or premium, if any) or interest on, any Security and remaining unclaimed for two years after such principal (or premium, if any) or interest has become due and payable shall be paid to the Company or Fibria, as the case may be, at the written request of the Company or Fibria and subject to any relevant unclaimed property laws and regulations, or (if then held by the Company) shall be discharged from such trust; and the Holder of such Security shall thereafter, as an unsecured general creditor, look only to the Company or Fibria, as the case may be, for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, shall, upon written request and at the expense of the Company, cause to be published once, in a newspaper published in the English language, customarily published at least five days a week and of general circulation in the Borough of Manhattan in The City of New York, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining shall be repaid to the Company.

Payments and Paying Agents. (a) The Issuer APSA will, on or before 10:00 AM (New York City time) at least one (1) Business Day prior to each due date of the principal of or premium or interest on the Notes or other amounts any Securities (including Additional Amounts), deposit with the Trustee a sum sufficient to pay such principal, premium or interest or other amounts (including Additional Amounts) so becoming due. APSA shall request that the bank through which any such payment is to be made agree to supply to the Trustee two (2) Business Days prior to the due date for any such payment an irrevocable confirmation (by tested telex or authenticated SWIFT) of its intention to make such payment. (b) Whenever At least five (5) Business Days prior to the Issuer first Payment Date of interest or principal and, if there has been any change with respect to the matters set forth in the below- mentioned certificate, at least five (5) Business Days prior to each Payment Date of interest or principal thereafter, APSA shall furnish the Trustee with a certificate signed by any two Authorized Persons instructing the Trustee as to any circumstances in which payments of principal of or interest on any Securities (including Additional Amounts) due on such date shall be subject to deduction or withholding for or on account of any taxes and the rate of any such deduction or withholding. If any such deduction or withholding shall be required and if APSA therefore becomes liable to pay Additional Amounts pursuant to the terms of such Securities, then at least five (5) Business Days prior to each Payment Date of interest or principal, APSA will furnish the Trustee with a certificate that specifies the amount required to be withheld on such Payment Date to Holders of such Securities and the Additional Amounts due to Holders of such Securities and that APSA shall pay in a timely manner such amount to be withheld to the appropriate governmental authority, and APSA will pay to the Trustee such Additional Amounts as shall be required to be paid to such Holders. APSA agrees to indemnify the Trustee and each Paying Agent for, and to hold each harmless against, any loss, liability or expense reasonably incurred by them without negligence or willful misconduct on their respective parts, arising out of or in connection with actions taken or omitted by them in reliance on any certificate furnished pursuant to this Section 3.4(b) or the failure to furnish any such certificate. The obligations of APSA under the preceding sentence shall survive the payment of the Securities, the resignation or removal of the Trustee or any Paying Agent and/or the termination of this Indenture. (c) Each of the Paying Agents hereby agrees (and whenever APSA shall appoint a Paying Agent other than the Trustee with respect to the NotesSecurities other than those specified in Section 3.2, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent Agent shall agree with the Trusteeagree), subject to the provisions of this Section: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest on any Notes Securities (whether such sums have been paid to it by or on behalf of the Issuer APSA or by any other obligor on the NotesSecurities) in trust for the benefit of the Noteholders Holders of such Securities or of the Trustee., (ii) (that it will give the Trustee written notice of any failure by the Issuer APSA (or by any other obligor on the NotesSecurities) to make any payment payme nt of the principal of or interest on any Notes Securities (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer APSA under this Indenture or the Notes such Securities when the same shall be due and payable; , and (iii) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above. . APSA shall give, at its expense, notice of the appointment of any Paying Agents (cother than those specified in Section 3.2) to the Holders as specified in Section 12.5, and to the CNV if required under Argentine law. The Trustee Trustee, in its capacity as the Principal Paying Agent, shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer APSA to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes Securities (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) ). If the Issuer APSA shall act as its own Paying Agent (following notice thereof to the Trustee) paying agent with respect to any NotesSecurities, it will, on or before each due date of the principal of or interest on such NotesSecurities, set aside, segregate and hold in trust for the benefit of the Noteholders Holders of such Notes Securities a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer APSA will promptly notify the Trustee in writing of any failure to take such action. (e) . Anything in this Section 6.13 to the contrary notwithstanding, the Issuer APSA may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes Securities hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes Securities by the Issuer APSA or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. (f) . Anything in this Section 6.13, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3Sections 9.3 and 9.4.

Payments and Paying Agents. (a) The Issuer will, at least one Business Day prior to each due date of the principal of or interest on the Notes or other amounts (including Additional Amounts), deposit with the Trustee Paying Agents or the Trustee, as the case may be, a sum sufficient to pay such principal, interest or other amounts (including Additional Amounts) so becoming due. (b) Whenever the Issuer shall appoint a New York Paying Agent other than the Trustee or a London Paying Agent other than JPMorgan Chase Bank, N.A., London Office. with respect to the Notes, it will cause such New York Paying Agent or London Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the Trustee, subject to the provisions of this Section: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest interest, as the case may be, on any Notes (whether such sums have been paid to it by or on behalf of the Issuer or by any other obligor on the Notes) in trust for the benefit of the Noteholders or of the Trustee.Noteholders; (ii) that it will give the Trustee notice of any failure by the Issuer (or by any other obligor on the Notes) to make any payment of the principal of or interest on any Notes Notes, as the case may be (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes when the same shall be due and payable; and (iii) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above. (c) The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Paying Agents for their services as such. (d) If the Issuer shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any Notes, it will, on or before each due date of the principal of or interest on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes Noteholders, a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer will promptly notify the Trustee of any failure to take action. (e) Anything in this Section 6.13 to the contrary notwithstanding, the Issuer may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes by the Issuer or any Paying Agent hereunder, as the case may be, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. (f) Anything in this Section 6.13Section, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.311.3.

Payments and Paying Agents. (a) The Subject to the terms of the Transaction Documents and to the subordination conditions of Resolution 2837, the Issuer willshall, at least one Business Day prior to each on the due date of the principal of or interest on the Notes or other amounts (including Additional Amounts), deposit with the Trustee a sum sufficient to pay such principal, interest or other amounts (including Additional Amounts) so becoming due. (b) Whenever the Issuer shall appoint a Paying Agent other than the Trustee with respect to the Notes, it will shall cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the Trustee, subject to the provisions of this Section: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest interest, including Increased Interest, if any, on any Notes (whether such sums have been paid to it by or on behalf of the Issuer or by any other obligor on the Notes) in trust for the benefit of the Noteholders or of the Trustee.Trustee or, after any claim payment under the Insurance Policy, of the Insurer; (ii) that it will give the Trustee notice of any failure by the Issuer (or by any other obligor on the Notes) to make any payment of the principal of or interest interest, including Increased Interest, if any, on any Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes when the same shall be due and payable; and; (iii) that it will pay any such sums so held in trust by it to the Trustee forthwith upon the Trustee’s 's written request at any time during the continuance of the failure referred to in clause (ii) above; and (iv) that it will comply with the provisions of the Trust Indenture Act applicable to it as a Paying Agent. (c) The Trustee shall arrange with Any Paying Agent appointed must at all such Paying Agents for the payment, from funds furnished times be a bank having a long term unsecured debt rating of at least “A3” by the Issuer to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Paying Agents for their services as suchMoody’s. (d) If the Issuer shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any Notes, it will, on or before each due date of the principal of or interest interest, including Increased Interest, if any, on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The due until such amounts shall be paid to the Noteholders and the Issuer will promptly notify the Trustee of its action or any failure to take action. (e) Anything in this Section 6.13 6.11 to the contrary notwithstanding, the Issuer may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause by Issuer Order direct any Paying Agent to be paid pay to the Trustee all sums held in trust for such Notes by the Issuer or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money. (f) Anything in this Section 6.13, 6.11 to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3. (g) Any money deposited with the Trustee or any Paying Agent, or then held in trust for the payment of the principal of or interest on any Note and remaining unclaimed for two years after such principal or interest has become due and payable shall be paid to the Issuer upon Issuer Order, or (if then held by the Issuer) shall be discharged from such trust; and holder of such Note shall thereafter, as an unsecured general creditor, look only to the Issuer for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Issuer as trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, will at the expense of the Issuer cause a notice to be given to the Noteholders in accordance with Section 15.4 that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such notice, any unclaimed balance of such money then remaining will be repaid to the Issuer.

Payments and Paying Agents. (a) The Issuer will, at least one Business Day prior to each due date of the principal of or interest on the Notes or other amounts (including Additional Amounts), deposit with the Trustee Principal Paying Agent or the Trustee, as the case may be, a sum sufficient to pay such principal, interest or other amounts (including Additional Amounts) so becoming due. (b) Whenever the Issuer shall appoint a Paying Agent other than the Trustee Trustee, the Principal Paying Agent or the Luxembourg Paying Agent with respect to the Notes, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the Trustee, subject to the provisions of this Section: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest on any Notes (whether such sums have been paid to it by or on behalf of the Issuer or by any other obligor on the Notes) in trust for the benefit of the Noteholders or of the Trustee. (ii) that it will give the Trustee notice of any failure by the Issuer (or by any other obligor on the Notes) to make any payment of the principal of or interest on any Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes when the same shall be due and payable; and (iii) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above. (c) The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Paying Agents for their services as such). (d) If the Issuer shall act as its own New York Paying Agent (following notice thereof to the Trustee) or Principal Paying Agent with respect to any Notes, it will, on or before each due date of the principal of or interest on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The Issuer will promptly notify the Trustee of any failure to take action. (e) Anything in this Section 6.13 6.8 to the contrary notwithstanding, the Issuer may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes by the Issuer or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. (f) Anything in this Section 6.13, 6.8 to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3. (g) The Issuer agrees to indemnify the Noteholders against any failure on the part of any Paying Agent to pay, in accordance with the terms hereof, any sum due in respect of the Notes on the applicable Payment Date to any other Paying Agent or to the Noteholders so as to result in receipt by the Noteholders of such sum as would have been received by them had no such failure occurred.

Payments and Paying Agents. (a) The Subject to the terms of the Indenture and the Securities, the Issuer willshall, at least one Business Day prior to each on the due date of the principal of or interest on the Notes Securities or other amounts (including Additional Amounts), deposit with the Trustee a sum sufficient to pay such principal, interest or other amounts (including Additional Amounts) so becoming due. (b) Whenever the Issuer shall appoint a Paying Agent other than the Trustee with respect to the NotesSecurities, it will shall cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the Trustee, subject to the provisions of this Section: (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest interest, including Increased Interest, if any, on any Notes (whether such sums have been paid to it by or on behalf of the Issuer or by any other obligor on the Notes) Securities in trust for the benefit of the Noteholders Securityholders or of the Trustee.; (ii) that it will give the Trustee notice of any failure by the Issuer (or by any other obligor on the Notes) to make any payment of the principal of or interest interest, including Increased Interest, if any, on any Notes Securities (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes Securities when the same shall be due and payable; and; (iii) that it will pay any such sums so held in trust by it to the Trustee forthwith upon the Trustee’s 's written request at any time during the continuance of the failure referred to in clause (ii) above; and (iv) that it will comply with the provisions of the Trust Indenture Act applicable to it as a Paying Agent. (c) The Trustee shall arrange with Any Paying Agent appointed must at all such Paying Agents for the payment, from funds furnished times be a bank having a long term unsecured debt rating of at least "A3" by the Issuer to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes (including Additional Amounts) and of the compensation of such Paying Agents for their services as suchMoody's. (d) If the Issuer shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any NotesSecurities, it will, on or before each due date of the principal of or interest interest, including Increased Interest, if any, on such NotesSecurities, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes Securityholders a sum sufficient to pay such principal or interest (including Additional Amounts) so becoming due. The due until such amounts shall be paid to the Securityholders and the Issuer will promptly notify the Trustee of its action or any failure to take action. (e) Anything in this Section 6.13 to the contrary notwithstanding, the Issuer may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes by the Issuer or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. (f) Anything in this Section 6.13, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3.

Payments and Paying Agents. (a) The Issuer Company will, at least one prior to 10:00 a.m., New York City time, on the Business Day prior to each due preceding any date of payment of the principal of (or premium, if any) or interest on the Notes or other amounts (including Additional Amounts)Securities of any series, deposit with the Trustee a sum sufficient to pay such principalprincipal (or premium, if any) or interest or other amounts (including Additional Amounts) so becoming due. (b) due on that date of payment. Whenever the Issuer Company shall appoint a Paying Agent other than the Trustee with respect to the NotesSecurities of any series, it will cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent Paying Agent shall agree with the Trustee, subject to the provisions of this SectionSection 10.06: (ia) that it will hold all sums received by it as such agent for the payment of the principal of (or premium, if any) or interest on any Notes Securities (whether such sums have been paid to it by or on behalf of the Issuer Company or by any other obligor on the NotesSecurities) in trust for the benefit of the Noteholders Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of the Trustee.as herein; (iib) that it will give the Trustee notice of any failure by the Issuer Company (or by any other obligor on the NotesSecurities) to make any payment of the principal of (or premium, if any) or interest on on, Securities of any Notes (including Additional Amounts) and any other payments to be made by or on behalf of the Issuer under this Indenture or the Notes series when the same shall be due and payable; and (iiic) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause Clause (iib) above. (c) . The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer Company to the Trustee pursuant to this Indenture, of the principal of (and premium, if any, on) and interest and due on, the Securities. Whenever the Company shall have one or more Paying Agents (other amounts than the Trustee) for the Securities of any series, it shall, on or before each due on the Notes (including Additional Amounts) and date of the compensation principal of (or premium, if any) or interest on, the Securities of that series, deposit with such Paying Agents a sum sufficient to pay such principal (or premium, if any) or interest so becoming due, such sum to be held in trust for their services as such. the benefit of the Persons entitled to such principal (dor premium, if any) or interest, and the Company shall promptly notify the Trustee in writing of such action or any failure so to act. If the Issuer Company shall at any time act as its own Paying Agent (following notice thereof to the Trustee) with respect to Securities of any Notesseries, it will, on or before each due date of the principal of (or premium, if any) or interest on such Noteson, the Securities of that or those series, set aside, segregate and hold in trust for the benefit of the Noteholders of such Notes Persons entitled thereto a sum sufficient to pay such principal (or premium, if any) or interest (including Additional Amounts) so becoming duedue until such sums shall be paid to such Persons or otherwise disposed of as herein provided. The Issuer Company will promptly notify the Trustee of any failure so to take action. (e) act. Anything in this Section 6.13 10.06 to the contrary notwithstanding, the Issuer Company may at any time, for the purpose of obtaining a satisfaction and discharge of this Indenture with respect to Securities of any Notes hereunderseries, or for any other reason, pay or cause to be paid to the Trustee by any Paying Agent all sums held in trust for such Notes with respect to Securities of that series by the Issuer Company or any that Paying Agent hereunder, as required by this SectionAgent, such sums to be held by the Trustee upon the same trusts herein contained. (f) as those upon which such sums were held by the Company or that Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such sums. Anything in this Section 6.1310.06, to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.34.02. Subject to applicable law, any money deposited with the Trustee or any Paying Agent, or then held by the Company, in trust for the payment of the principal of (or premium, if any) or interest on, any Security and remaining unclaimed for two years after such principal (or premium, if any) or interest has become due and payable shall be paid to the Company at the written request of the Company and subject to any relevant unclaimed property laws and regulations, or (if then held by the Company) shall be discharged from such trust; and the Holder of such Security shall thereafter, as an unsecured general creditor, look only to the Company for payment thereof, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as trustee thereof, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, shall, upon written request and at the expense of the Company, cause to be published once, in a newspaper published in the English language, customarily published at least five days a week and of general circulation in the Borough of Manhattan in The City of New York, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining shall be repaid to the Company.

Payments and Paying Agents. (a) The Issuer willCompany shall, at or before 12:00 noon (New York City time) at least one Business Day (on or before 12:00 noon (Buenos Aires time) at least two Business Days for Notes denominated in a Specified Currency other than U.S. Dollars) prior to each due date of the principal of or interest on the any Notes or other amounts (including Additional Amounts, if any), deposit with the Trustee a sum sufficient to pay such principal, principal or interest or other amounts (including Additional Amounts, if any) so becoming due. (b) At least ten Business Days prior to the first Payment Date for the Notes of a Series, and, if there has been any change with respect to the matters set forth in the below-mentioned certificate, at least ten Business Days prior to each Payment Date for the Notes of such Series, the Company shall furnish the Trustee an Officers’ Certificate instructing the Trustee as to any circumstances in which payments of principal of or interest on any Notes of such Series (including Additional Amounts, if any) due on such date shall be subject to deduction or withholding for or on account of any Taxes and the rate of any such deduction or withholding and certifying that the Company shall make all payments required to be made on account of such Taxes to the appropriate governmental authority. If any such deduction or withholding shall be required and if the Company therefore becomes liable to pay Additional Amounts pursuant to the terms of such Notes, then at least ten Business Days prior to each Payment Date, the Company shall furnish the Trustee with a certificate that specifies the amount required to be withheld on such Payment Date to Holders of such Notes and specifies the Additional Amounts due to Holders of such Notes, and shall pay to the Trustee such Additional Amounts as shall be required to be paid to such Holders. The Company covenants to indemnify each of the Trustee and the other Paying Agents for, and to hold each harmless against, any loss, liability or expense reasonably incurred without negligence, bad faith or willful misconduct on its part, arising out of or in connection with actions taken or not taken by any of them in reliance on any certificate furnished to them pursuant to this paragraph or the failure to furnish any such certificate. The obligations of the Company under the preceding sentence shall survive payment of all the Notes of such Series, the satisfaction and discharge of this Indenture and the resignation or removal of the Trustee, Registrar, Co-Registrar or any Paying Agent. Any certificate required by this Section to be provided to the Trustee and any other Paying Agent shall be deemed to be duly provided if telecopied to the Trustee and such other Paying Agent. Upon request, the Company shall provide the Trustee with documentation reasonably satisfactory to the Trustee evidencing the payment of Taxes in respect of which the Company has paid any Additional Amounts. Copies of such documentation shall be made available to the Holders or the other Paying Agents, as applicable, upon request therefor. (c) Whenever the Issuer Company shall appoint a Paying Agent other than the Trustee with respect to the NotesNotes of any Series, it will shall cause such Paying Agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the Trustee, subject to the provisions of this Section:, (i) that it will hold all sums received by it as such agent for the payment of the principal of or interest on any Notes of such Series (whether such sums have been paid to it by or on behalf of the Issuer Company or by any other obligor on the NotesNotes of such Series) in trust for the benefit of the Noteholders Holders of such Notes or of the Trustee., (ii) that it will give the Trustee notice of any failure by the Issuer Company (or by any other obligor on the NotesNotes of such Series) to make any payment of the principal of or interest on any Notes of such Series (including Additional Amounts, if any) and any other payments to be made by or on behalf of the Issuer Company under this Indenture or the such Notes when the same shall be due and payable; , and (iii) that it will pay any such sums so held in trust by it to the Trustee upon the Trustee’s written request at any time during the continuance of the failure referred to in clause (ii) above. (c) . Promptly after any such appointment, the Company shall give, at its expense, notice thereof to the Holders of the relevant Series of Notes as specified in Section 11.4 and to the CNV. The Trustee shall arrange with all such Paying Agents for the payment, from funds furnished by the Issuer Company to the Trustee pursuant to this Indenture, of the principal of and interest and other amounts due on the Notes of such Series (including Additional Amounts, if any) and of the compensation of such Paying Agents for their services as such. (d) . If the Issuer Company shall act as its own Paying Agent (following notice thereof to the Trustee) with respect to any NotesNotes of such Series, it willshall, on or before each due date of the principal of or interest on such Notes, set aside, segregate and hold in trust for the benefit of the Noteholders Holders of such Notes a sum sufficient to pay such principal or interest (including Additional Amounts, if any) so becoming due. The Issuer will Company shall promptly notify the Trustee of any failure to take such action. (e) . Anything in this Section 6.13 3.21 to the contrary notwithstanding, the Issuer Company may at any time, for the purpose of obtaining a satisfaction and discharge with respect to any Notes of such Series hereunder, or for any other reason, pay or cause to be paid to the Trustee all sums held in trust for such Notes by the Issuer Company or any Paying Agent hereunder, as required by this Section, such sums to be held by the Trustee upon the trusts herein contained. (f) . Anything in this Section 6.13, 3.21 to the contrary notwithstanding, the agreements to hold sums in trust as provided in this Section are subject to the provisions of Section 12.3Sections 8.3 and 8.4.